ii) File name of the Summary of the Application should be in the following manner:

Transcription

1 ; January 22, 2019 The Chairman, Bangladesh Securities and Exchange Commission The Managing Director, Dhaka Stock Exchange limited The Managing Director, Chittagong Stock Exchange limited The President, Bangladesh Merchant Bankers Association All TREC Holders of Dhaka Stock Exchange limited All TREC Holders of Chittagong Stock Exchange limited All Merchant Banks Subject: IPO Application Process for Runner Automobiles limited. Dear Sir, Please accept our sincere thanks for participating in new IPO application process of Runner Automobiles Limited. To complete the IPO application process successfully, you are requested to sincerely follow the steps as mentioned in Part-B (Page No.4 to 7) of Bangladesh Securities and Exchange Commission's Consent Letter No. (BSEC/CI/IPO- 249/2015/02 dated January 03, 2019) in connection with the IPO of Runner Automobiles Limited Please be informed that the following information and documents need to be submitted from your end within 03 (three) working days from the subscription closing date to the respective stock exchange(s). The subscription will be opened on January 31, 2019 and closed on February 10, 2019 and you have to submit the information and documents on or before February 13, The Electronic copy of Applicants list and Formats are as follows: a) Summary of the Applications: i) The Electronic copy of Summary of the Applications: Name ofthe Stockbroker/Merchant Banker: Name of the Company/Fund: Number of Number of Shares Total Amount Category Applicants /Units applied BOT USO GBP EUR Resident Bangladeshi (RB) Affected Small Investors (ASI) Non-Resident Bangladeshi (NRB) Total ii) File name of the Summary of the Application should be in the following manner: Security Code then underscore U then Summary then underscore U Stock Exchange (DSE or CSE)/Merchant Bank (MB) then underscore U then TREC Code/Merchant Banker Serial Number.pdf For Example: RUNNERAUTO_Summary_DSE_042.pdf (for DSE TREC Holder/Stockbroker) RUNNERAUTO _Summary_CSE_007.pdf (for CSE TREC Holder/Stockbroker) RUNNERAUTO _Summary_MB_004.pdf (For Merchant Banker) Page 1 of 7 RUNNER AUTOMOBILES LTD. 138/1, Tejgaon Industrial Area, Dhaka Hot Line: , (Only From Mobile), Fax: , sales@runnerbd.com, Web:

2 ; b) Detailed information of applications: i) The Electronic copy of detailed information of applications: Name of the Stockbroker/Merchant Banker: Name of the Company/Fund: Applicant Category: Resident Bangladeshi {RB)/Affected Small Investors {ASI)/Non-Resident Bangladeshi (NRB) TREC Customer 10 Name of Code/Merchant DPID BOlD {Customer the Applicant Category (RB/ASI/NRB) Bank Serial (5 Digits) No. Trading Code) Applicant Number Number of shares/ Units Applied for Note: In case of joint application, Name of the Applicant will be only the first applicant name, No Joint Name should be added with first applicant name (For example with the help of &/and/(jt)) ii) File name of the detailed information of the Application should be in the following manner: Security Code then underscore U then Detail then underscore U Stock Exchange (DSE or CSE)/Merchant Bank (MB) then underscore U then TREC Code/Merchant Banker Serial Number.pdf For Example: RUNNERAUTO _Detail_DSE_042.pdf (for DSE TREC Holder/Stockbroker) RUNNERAUTO _Detail_CSE_007.pdf (for CSE TREC Holder/Stockbroker) RUNNERAUTO _Detail_MB_004.pdf (For Merchant Banker) c) Applicants' List (Text format with '-' separator): i) Electronic copy of Applicants' List (text format with tilde,-, separator) in the following format: TREC Code/ Customer BO Number of Currency Merchant DPID (5 ID Name of the Applicant Category Applied Security ID Shares/Units (BDT/USD/ Bank Serial digits) (Customer applicant (RB/ASi/NRB) Amount Code No. applied for GBP/EUR) Number Trading Code) RUNNERAU TO For Example: 42~19000~8053~SANJARI SHARMIN~ ~RB~100~BDT~ ~ 42~19000~8056~FATEMA BEGUM~ ~NRB~100~USD~80.53 RUNNERAUTO ~ RUNNERAUTO ii) File name of the Electronic copy of Applicants' List should be in the following manner: Security Code then underscore U then Stock Exchange (DSE or CSE)/Merchant Bank (MB) then underscore U then TREC Code/Merchant Banker Serial Number.txt For Example: RUNNERAUTO_DSE_042.txt (for DSE TREC Holder/Stockbroker) RUNNERAUTO_CSE_OO7.txt (for CSE TREC Holder/Stockbroker) RUNNERAUTO_MB_004.txt (For Merchant Banker) Page 2 of 7 RUNNER AUTOMOBILES LTD. 138/1, Tejgaon Industrial Area, Dhaka Hot Line: , (Only From Mobile), Fax: , sales@runnerbd.com, Web:

3 ~ RUlVlVER 04. How to find out the lottery result: Firstly see your Stock Exchange(s)/Merchant Banker code then see your TREC code/merchant Banker Serial Number then see your Trading code or Costumer ID. For an example of Runner Automobiles Limited (For DSE TREC holder/stockbroker) (For CSE TREC holder/stockbroker) (For Merchant Banker)» TREC Code means your Stock Exchanges TREC Holder Number.» Merchant Banker Serial Number will be found on Dhaka Stock Exchange website. 06. Contact Person: Name of the Person Mr. Muhammad Nazrul Islam FCA Name of the Company Contact Number Runner Automobiles Limited Mr. Md. Mizanur Rahman Mr. Md. Moniruzzaman, CFA IDLC Investments Limited Runner Automobiles Limited Mr. Rubayet-E-Ferdous IDLC Investments Limited Mr. Mahmud-Ur-Rashid IDLC Investments Limited Mr. Md. Golam Faruk Satcom IT Limited Mr. Bishwajit Sutradhar (Bisu) Satcom IT Limited This is for your kind information and necessary action. Thanking you, Yours sincerely, pq.~ Md. Moniruzzaman, CFA Managing Director IDLe Investments Limited Enclosures: 1. Bangladesh Securities and Exchange Commission's Consent Letter for Runner Automobiles Ltd (BSEC/CI/IPO- 249/2015/02 dated January 03,2019). 2. Foreign Currency Rate. Page 7 of 7 RUNNER AUTOMOBILES LTD. 138/1, Tejgaon Industrial Area, Dhaka Hot Line: , (Only From Mobile), Fax: , sales@runnerbd.com, Web:

4 RUNNER Non-Resident Bangladeshi (NRB) applicants ~ 'IfiD' ~ M'~ ~ ~ (Customer's IDfTrading Code) FDD and Bank Certificate (FC Account) \ I" 111~C"'SI (Front Side) \'51~ ~ ~ ~ 1lOO ~ (llt$ ~ ~ ~ lttv) ~ M~~~~1jfIC~ ~~g DSE/CSE/MB-TREC Code/Merchant Banker Serial Number-Customer IDlTrading Code ~l1i~ ~9fg DSE /CSE /MB "Stock Broker/Merchant Banker 'ICt FDD and Bank Certificate (FC Account) ~ 111~C"'SI (Front Side) ~~ ~ C9IfiIir ~ ~ ~ C'PfT ~ ~ FDD and Bank Certificate (FC Account) ~ -..t ~ ~ {4C"i1fSIC;Q ~1'~1'f ~ ~ Itt FDD and Bank Certificate (FC Account) ~ 111~C"'SI (Front Side) ~(C~~ ~ (Pencil) ;QJ~'6 '!FIT ~ ~ ~ ~ loo C'PfT ~ ~ ~ PfiJ (Seal) -..t 1lT$ ~~1'~1'f~~ Itt Original Bank Certificate (FC Account) ~ Stock Broker and Merchant Banker'lCtC<qS ~ Non Resident Bangladeshi (NRB) Application~-..t~~ ~1'~lsq~~ I And send it to the following addresses (Bv Hand Onlv)' Chittagong Stock Exchange Limited (CSE) Dhaka Stock Exchange Limited (DSE) Dhaka Office Chittagong Office Swantex Bhaban (7th Floor), 9/1, Motijheel C/A, Eunoos Centre, is" Floor, CSE Building, 1080 Sk. Mujib Dhaka Dilkusha, Dhaka Road Agrabad, Chittagong 03. Service charge & withdrawal charge: a) The applicant shall pay service charge Tk.S.OO (Taka Five) per application at the time of submitting application (As per clause 24, part-b of Bangladesh Securities and Exchange Commission's Consent Letter No. (BSEC/CI/IPO-249/201S/02 dated January 03, 2019). b) The Stockbroker/ Merchant Banker can recover the withdrawal charges, if any, from the applicants up to an amount of Tk.S.OO (Taka Five) per withdrawal (As per clause 18, part-b of Bangladesh Securities and Exchange Commission's Consent Letter No. (BSEC/CI/IPO-249/201S/02 dated January 03, 2019). RUNNER AUTOMOBILES LTD. 138/1, Tejgaon Industrial Area, Dhaka Hot Line: , (Only From Mobile), Fax: , sales@runnerbd.com, Web:

5 RUNNER d) Draft's (FOO'S) List (submitted by Non-Resident Bangladesh (NRB) Applicants):: i) Electronic copy of draft's (FOO's) Submitted by the Non-Resident Bangladeshi (NRB) applicants: TREC Customer Currency Date Code/ ID BO Applicant Applicants (BDT/US Draft Bank Branch (dd/m Security Rem M. DPID (Customer ID Category Amount, Name D/GBP/E No. Name Name m/yyy Code arks Bank Trading No. (NRB) UR) y) SI# Code) RUNNERAUTO For Example: g056-FATEMA BEGUM NRB-USD-gO S0NALI BANK LTD-WAGE EARNER'S CORPORATE-06/01/2019-RUNNERAUTO ii) File name of the Electronic copy of draft's (FOO's) Submitted by the Non-Resident Bangladeshi (NRB) should be in the following manner: Security Code then underscore U then Stock Exchange (DSE or CSE)/Merchant Bank (MB) then underscore U then NRB then underscore U then TREC Code/Merchant Banker Serial Number.txt Example for Non-Resident Bangladeshi (NRB): RUNNERAUTO_DSE_NRB_042.txt (for DSE TREC Holder/Stockbroker) RUNNERAUTO_CSE_NRB_007.txt (for CSE TREC Holder/Stockbroker) RUNNERAUTO_MB_NRB_004.txt (For Merchant Banker) 2. Bank Certificate a) The Stockbroker/Merchant Banker shall deposit the amount (other than NRB Applicants) in the "public Issue Application Account" maintained with its bank within the first banking hour of next working day of the subscription closing date, instruct the banker to block the account for an amount equivalent to the aggregate application money and to issue a certificate in this regard. The Stockbroker/Merchant Banker shall send the original certificate(s) issued by its banker to their respective stock exchange(s). b) For Foreign Currency Account: The Stockbroker/Merchant Banker shall send the original bank certificate(s) issued by the Non-Resident Bangladeshi (NRB) applicant's banker (where applicant's maintained their Foreign Currency Account) to their respective stock exchange(s). 3. The amount of subscription money of the successful applicants (Allottee) is required to be remitted from Stockbroker/Merchant Banker within 01 (one) working day on the date of receiving lottery information and documents from the respective Stock exchange(s) in the following way: a) On the next working day of receiving the documents from Stock exchange(s), the Stockbroker/Merchant Banker shall request its banker to release the amount blocked earlier and remit the aggregate amount of successful applicants (other than NRB ) and fine amount to the following 'Escrow' account of Runner Automobiles Limited: Page 3 of 7 RUNNER AUTOMOBILES LTD. 138/1, Tejgaon Industrial Area, Dhaka Hot Line: , (Only From Mobile), Fax: , sales@runnerbd.com, Web:

6 RUNNER 02. Receiving center of Applicant's Information & Documents from the StockbrokerlMerchant Banker: The Stockbroker/Merchant Banker should submit the following information and documents within 03 (three) working days from the subscription closing date (on or before February 13, 2019) send it to the respective Stock Exchanges(s). The Electronic copy information will be as follows: a) Summary of the Applications (pdf format) by IPO Data transmission system, b) Detailed information of applications (pdf format) by IPO Data transmission system, c) Applicants' List (text format with tilde,-, separator) by IPO Data transmission system, d) The report (list) of the drafts submitted by the Non-Resident Bangladeshi (NRB) and Foreign applicants by IPO Data transmission system. The Hard copy documents will be as follows: a) The original Bank Certificate issued by its banker (Other than FC Account), b) Original Drafts (FDD's) submitted by the Non-Resident Bangladeshi (NRB) applicants along with the list containing the draft information (format mention in the above l(d)). Note: Customer ID/Trading Code should be written on the front side (where blank space is available) of the draft with the following format: OSE/CSE/MB-TREC Code/Merchant Banker Serial Number-Customer 10. For Example: DSE /CSE /MB C) Original Bank Certificates (from FC Account) submitted by the Non-Resident Bangladeshi (NRB) applicants. Note: Customer IDITrading Code should be written on the front side (where blank space is available) of the certificate with the following format: DSE/CSE/MB-TREC Code/Merchant Banker Serial Number Customer ID. For Exa mple: DSE / CSE /M B Note: NRB refund warrant will be distribute as per the following tentative date and time Satcom IT Limited Date I Time gig, Motijheel CIA (2nd Floor), Dhaka m and 13m March, 2019 I 10:00 am to 5pm Page 5 of 7 RUNNER AUTOMOBILES LTD. 138/1, Tejgaon Industrial Area, Dhaka Hot Line: , (Only From Mobile), Fax: , sales@runnerbd.com, Web:

7 Fund Name Account Number Account Number For BEFTN Routing Number Bank Name Branch Name Runner Automobiles limited (13 Digits Ale Number) BRAC Bank Limited Gulshan Branch b) On the next working day, the Stockbroker/Merchant Banker shall unblock the customer accounts; inform the successful applicants about allotment and the unsuccessful applicants about releasing their blocked amounts. c) The Stockbroker/Merchant Banker shall provide the Runner Automobiles Ltd with a statement of the remittance amount (other than NRB and Foreign). d) The Stockbroker/Merchant Banker can recover the withdrawal charges, if any, from the applicants up to an amount of Tk.s.OO (five) per withdrawal. 4. Stock Exchange will provide you the following information and documents, which will be received from Issuer Company: a) The Electronic copy of Applicants' list (text format with tilde '-' separator) in the following manner: # of Customer Shar TREC Applicant Currency 10 BO es/u Code/M. Applicant Category Security (BOT/US OPIO (Customer 10 nits Bank 51 S' Name (RB/ASI/ Code O/GBP/E Trading No. appli # NRB) URI Code) ed for RUNNERAUTO Applied Amount # of Net Fine Allotted Refund Amount Shares Amount Remarks For Example: 42-l9000-g0S3-SANJARI SHARMIN-l20l RB- RUNNERAUTO-lOO-BDT l00S-S69S-CClO 42-l9000-g0S6-FATEMA BEGUM-l20l ASI- RUNNERAUTO-lQO-BDT-6700-lQO-O-O- 42-l9000-S066-AMENA KHATUN-120l SS49-NRB- RUNNERAUTO-lQO-USD-SO.S3-lQO-O-O-. Remarks CC09/CC10/CCll means, applicant have violated BSEC Consent letter condition number 09/10/11 of Part-A b) Allotment letter in electronic format (PDF format) with signatures. 5. All drafts submitted by NRB or Foreign Investors applicants shall be deposited in the Issuer's respective 'Escrow' accounts and refund shall be made by the Issuer Company by refund warrants through concerned stockbroker or merchant banker or transfer to the applicant's bank account through banking channel within lo(ten) working days from the date of lottery. General Information: 01. Subscription for Resident Bangladeshi IRB), Affected Small Investors IASI), and Non-Resident Bangladeshi (NRB): The all eligible stockbrokers and merchant bankers will directly receive subscription for Resident Bangladeshi Affected Small Investors (ASI) and Non-Resident Bangladeshi (NRB) within the following subscription period: (RB), Subscription Opens on: January 31,2019 Subscription Closes on: February 10, 2019 Page 4 of 7 RUNNER AUTOMOBILES LTD. 138/1, Tejgaon Industrial Area, Dhaka Hot Line: , (Only From Mobile), Fax: , sales@runnerbd.com, Web:

8 HO:DEAUNG ROOM: CIRCULAR NO : 2019/04 DATED: SONALI BANK LIMITED TREASURY MANAGEMENT DMSION-1 FRONT OFFICE HEAD OFFICE. DHAKA FOR USE OF THE AUTHORISED BRANCHES OF SONALI BANK LIMITED EFFECTIVE DATE: 6TH JANUARY, 2019 NOTE: THE PUBUSHED RATES ARE APPUCABLE FOR ANY TRANSACTION UP TO USD 1.00,000 OR EQUIVALENT OTHER CURRENCIES. AD BRANCHES ARE ADVISED TO COLLECT ACTUAL FX RATES FROM DEALING ROOM THROUGH FOR ANY TRANSACTION OVER USD 1,00,000 OR EQUIVALENT OTHER CURRENCIES. 1. CROSS RATES IN ASIAN W.ARKET AS ON USS PER USS PER CAN.S PER S FRN PER JAP.YEN PER "EO PER ~ ~ USS 1.00 ~ ~ l.! ljjlq SELLING BUYING ~OO a) SONALI BANK LTD DEALING RATES TO PUBLIC (B. TAKA FOR ONE UNIT OF FOREIGN CURRENCY) ~PQT ~!;L!.ING ~POTBUYING 0.0. SIGHT 0.0. TT/OD a,c, CURREN!;;Y TTC!.!;~t:i EXPQBT ell,ls TRAN~F!;B U.S.DOLLAR G.B.POUND EURO C.DOLLAR S. FRANC J.YEN A. DOLLAR DANISH KRONE HK.DOLLAR NORWEGIAN KRONE SWEDISH KRONA SINGAPORE DOLLAR MALAYSIAN RINGGIT SAUDI RIYAL UAE DIRHAM KUWAITI DINAR QATAR RIYAL THAI BAHT CHINESE YUAN b) EXPORT BILL COLLECTION RATE AGAINST US$ 1 = TK c) USANCE EXPORT BILL BUYING RATES (B. TAKA FOR ONE UNIT OF FOREIGN CURRENCy) 30 DAYS DA 60 DAYS DA 90 DAYS DA 120 DAYS DA USD B GBP EUR PLEASE CONTACT OUR DEALING ROOM FOR D.A.BILL BUYING RATES FOR OTHER CURRENCIES. 2.d) FORWARD RATE 1 MONTH 2 MONTHS 3 MONTHS SELLING U.S.DOLLAR BUYING U.S.DOLLAR e) PLEASE CONTACT US FOR FORWARD BOOKING: PHONE AND a) SELLING AND BUYING RATES ON CASH FOREIGN CURRENCY AND T.Cs. SELLING BUYING SELLING U.S.DOLLAR SING.DOLLAR EURO MALAY. RINGGIT UAE DIRHAM OMAN I RIAL INDIAN RUPEE JAPANESE YEN G.B.POUND KUWAITI DINAR USD. T.Cs GBP. T.Cs SAUDI RIYAL BAH RANI DINAR QATAR RIYAL CHINESE YUAN 3.b) CASH SELLING AND BUYING RATES FOR ALL OTHER CURRENCIES WILL BE SAME AS T.T. & 0.0. SELLING AND 0.0. TRANSFER BUYING RATE RESPECTIVELY MENTIONED UNDER SRL. NO.2(a) ABOVE. 4. OTHER INFORMATION: VALUE OF ISLAMIC DINAR & SDR IS SAME ONESDR US$ =TK BOMBAY: IRS:RBI REF.RATE USS 1=RS. MOSCOW: USS 1 = RUSSIAN ROUBLE LONDON: MONTH LlBOR / MONTH 5. NOTIONAL TO BACK UC TK. = PER USD. 180 DAYS DA MONTHS BUYING PHONE:

9 PAGE - 2 DATE: VALUE OF ONE SDR & ONE USD WITH NATIONAL CURRENCIES FOR ACU MEMBER COUNTRIES AS PER IMF RATES AS ON THESE RATES ARE EFFECTIVE AS ON 6TH JANUARY, 2019 SDR.1 = US DOLLAR USD.1= BANGLADESH TAKA SDR..!=!?A~g~!?'.~.~!:j.. T~!5A ~.~.~:.~.~~.Q. ---_ SDR.1=... PAKISTAN RUPEE USD.1= PAKISTAN RUPEE SDR.1=... INDIAN RUPEE USD.1= INDIAN RUPEE SDR. 1 =.~I..~~!5A.R.\J.~.~.~ ~.~}~~.Q I::J.~P..:.1.: g!.. ~~~.. B.Y~.~.; ~.~.?&~~.~. SDR.1= NEPALESE RUPEE USD.1= NEPALESE RUPEE SDR.1 =._!.~.~.!~.~.~!Y.A~: ~~~~.~:.~9.q.Q y~p..:j.:!.~~.!~~.!3.!y.a~: ~.~.~~.~:.~.~~~_ S R.1 = _~Y.A~MA.~.!5.y.~T.: ~:.9.?~.~ y~p..j.: MY.A~MA.I3.. ~AT.: :.~~9.q.. ~ REST RA TE(%) :- ( ID FROM MONTH 3 MONTH 6 MONTH 12 MONTH ) 2.FCAD (VALID FROM USO: 2.20 TO ) 3. FCAP (VALID FROM GBP: 0.43 TO ) 4. FCAE (VALID FROM EUR: 0.00 TO ) USD: GBP: EUR: (NASIR UDDIN MAHMUD) ASSISTANT GENERAL MANAGER

10 BANGLADESH SECURITIES AND EXCHANGE COMMISSION S xnritice C"lllmi$~il'n. Hhahall. E-(vC Ag:lrgallil. Shcr c.llangl:l "'~I.\ar i\dmini~lralivc Arca. Dhaka- I 207 Bangladesh. BSEC'I(,1IIPO-249/~OI51 02 Dute : January 03, 2()19 :,\l:ma;;!in~ Director Runner Automobiles Limited 13Sil. Tejgaon VA. Tejgaon Dhaka - 120S Issut" :'\Ianagt"r: ~ f:li1aging Director IDLe Investments Limited DR Tower (-'u. Floor) 6:1'212 Bir Protik Gazi Golarn Dostogir Road Dhab-IOOO Registrar to the Issue: Chief Executive Officer LankaBangla Investments Limited City Centre. Level 24, 90/1. Motijheel, Dh: ka-looo. Subject: Consent for raising of capital through Initial Public Offer (lpo) and issuance of prospectus bv Runner Automobiles Limited.. This refers to your application dated 27.11).2016 and subsequent applications and correspondences concerning the above subject, which contains, among others, an authenticated draft prospectus. 'Due Diligence Certificates' and the audited Financial Statements of thi issuer company as of 30th June 2017 along with the Auditor's Report thereon by the company's auditor. namely, Hoda Vasi Chowdhury & Co, Chartered Accountants. The Commission hereby accords its conse 1t under section 2A. Sub-sections (2)(a) and (2)(b), read with section 2B of the Securities and Exchange Ordinance and the Bangladesh Securities and Exchange Commission (public Issue) Rules, 2015, based on all Ire above documents and information provided to the Commission. to issue ordinary shares. from which 60% i.c ordinary shares are reserved for ELigi Ie Investors (Els) at cut-off price of Tk and remaining 40% i.e 55, ord\nary shares ~\ a \OC:c discounted from the cut-off price of Tk. 60'.00 per share for General Public including NRB and Others tota\\t\~ TIc ,00, (approx.) under the Book-building method through publication of the prospectus o{ Runner Automobiles Limited (hereinafte : referred to as 'issuer' or 'company'), subject to the fo\\ow\t\g conditions imposed under section-2cc of IIIe said Ordinance, as mentioned under Pan-A, 'B, C and D name\)':- PART-A J. The Company shall go for Initial Pub ic Offer (IPO) for 1.39,30,348 ordinary shares. from which 60% i.e. 83,33,333 ordinary shares are reserv ed for Eligible Investors (EIs) at cut-off price of Tk and remaining 40% i.e 55,97,015 ordinary shares at a 10% discounted from the cut-off price of Tk per share for General Public including NRB and Others totaling Tk. 100,00,00, (Taka one hundred crore only) approximately followim. the Securities and Exchange Ordinance, 1969, the Bangladesh Page- I of9

11 I BAl GLAD~SH SECURITIES AND EXCHANGE COMiVlISSION Sc.. vnrincs Commissron IIh.,b.,n. E M: A~arg~ol1. Sher-c-Bangln Nagar Administrative Area, Dhaka.1207,llangladesb. Securities and Exchange Commission (Public Issue) Rules the Depository Act and rules made there under. "l The abridged version of the prospectus, as approved by the Commission, shall be published by the issuer in 4 (Four) national daily newspapers (tv:,o in Bangla and two in English), within 02 (two) working days of issuance of this consent letter. The issuer shall post the full prospectus, vetted by Commission, in the issuer's website and shall also put all the websites of the Commission. stock exchanges. and (he issue manager, within 3 (three) working days from the date of issuance of this letter and shall remain posted till [he closure of the subscription list. The issuer shall submit to the Commission. the stock exchanges and the issue manager a diskette containing the text of the vetted prospectus in "MS -Word" format. 3. The company shall submit 40 (Forty) :opies of the printed prospectus to the Commission for official record within 5 (Five) working days from the date of publication of the abridged version of the prospectus in the newspaper. ~. The issuer company and the issue manager shall ensure transmission of the prospectus and its abridged version for NRBs through to the 'Bangladesh Embassies and Missions abroad within 5 (Five) working days from the date of publication of the abridged version of the prospectus in the newspaper. A compliance report shall be submitted in this respect to the Commission jointly by the issuer and the Issue Manager within 02 (Two) working days from the date of said transmission of the prospectus. The following declaration shall be made by the company in the prospectus. namely: - "Declaration about Listing of Shares with the stock exchange (s): None of the stock exchangers), if for any reason, grams listing within 75 (Seventy Five) days from the closure of subscription. any allotment n terms of this prospectus shall be void and the company shall refund the subscription money within 15 (Fifteen) days from the dale of refusal for listing by the stock exchanges, or from the dale of expiry of the said 7) (Seventy Five) days, as the case may be. In case of non-refund of the subscription money within the aforesaid 15 (Fifteen) days, the Directors of the company, in addition to the issuer cc rnpany, shall be collectively and severally liable for refund of the subscription money, with interest at the rate of 2% (two percent) above the bank rate. to the subscribers concerned. The issue manager. in addition 10 the issuer company, shall ensure due compliance of the above mentioned conditions and shall submit compliance report thereon to the Commission within 07 (Seven) days of expiry of the aforesaid J 5 (Fifteen) days rime period allowed for refund of the subscription money." 6. All applicants shall apply for a rninirm.m lot of 100 shares worth Taka 6.700/- (Taka six thousand and seven hundred only) or its multiples. 7. The IPO shall stand cancelled in case of under-subscription in any category above 35%. In such an event, the issuer and issue manger shall inform the Commission within 2 (two) working days and release the subscription money within 10 (ten) :orking days after receiving verification report from CDBL and the information from exchanges regarding.~ubscription. Page or9 Phone (PABX) : 'fax. : , 'icchd(;, 1><1",.,,'.111.:1. Web:

12 . / B,t\GL.<\DESH SECURITIES AND EXCHANGE COMMISSION : "mri '$ C\>mmI"I<~ BroNn. :.(1 (" 1\~JI)!.lIIn, Shcr c lj~ii!!'3 Nagar Adminislrnlivc Area, Dhaka- I 207, Bangladesh. S. 20 ~(' of the securities reserved for o'.h('r J!(,l1erall'uhlic shall he reserved for..,~ 'flf f'lf.ll;rnf)'iilil. In case of uudcr-subscriptlon under uny u( sub-categories of eligible investors category or genera' public catcpory, the unsubscribed por! ion s~"all be added to other sub-category of the same category, In case of over subscription in the general.public category, the issuer and the issue manager shall jointly conduct ~U\ open lottery. In case or over subscription in the eligible investors category, securities shall be allotted on pro-rata basis. No cli;~ible investor shall apply for more than 2% (two percent) of the total securities reserved for the eligible investors. o, An applicant cnnnet submit more than two applications, one in hisll,er own name and the other joinlf~' wilh another person. In case, an applicant submits more than two applications, nil applications will be treated as Invalid and willlhit be considered for allotment purpose. In addition, 15% (fifteen) of the application money will be "orfeitcd by the Commission and the balance amount will be refunded to the applicant. 10, Tile applicants who have applied f )r more than two applicntlnns using same bank account, their application will nol be considcrec' for lottery and the Commission will forfeit ]5% of their subscription money. 11. ~laking of any false statement in t!le application or supplying of incorrect information therein or suppressing any relevant information in the application shall make the application liable to rejection and subject to forfeiture of 25% of the application money and/or forfeiture of share (unit) before or after issuance of the same by the issuer. The said forfeited application money or share (unit) will be deposited in account of the Bangh desh Securities and Exchange Commission (BSEC). This is in addition to any other penalties as may be provided for by the law. 12. The company shall furnish the list of.jlotees to the Commission and the stock exchangers) simultaneously in which the shares will be listed, within 24 (Twenty Four) hours of allotment. 13. Shares not allotted at the time of according this consent, but allotted after listing. in favor of sponsors, directors or shareholders having 10% < r more shares, other than alternative investment funds, through stock dividends. shall be subject to a lock-in oeriod of 02 (two) years from the dale of issuance of the prospectus. 14. If any share of Sponsors/DirectorslP,romoters is in paper format, it shall be handed over to securities custodian registered with the Commlsslon and shall remain held till completion of lock-in period and the name of the securities custodian shall be furnished to the Commission jointly by the issuer and issue manager, along with a conflrmation thereof from the custodian, within one week of listing of the shares with the stock exchange(s). O.r they (shares of Sponsors! Directors! Promoters) can be demated and shah remain in lock-in under COBL system and issuer shall submit a dematerialization confirmation report generated by CDBL and attested by Managing Director of the company along with the lock-in confirmation to the Commission within one week of listing of the shares with the stock exchange(s). In respect of shares other than SponsorslDirectorslPromoters the issuer will ensure their lock-in of those shares and submit a statement to this effect to the Commission. 15. The company shall not declare any dividend/bonus shares before listing of its capital with any Exchange from the date of this conse III for raising of capltal, Page 3 of. ~f Phone (PABX) : " , Fax: , sccbd([v.bdlllrul.li~i, Web:

13 ~f\l~gl/~~esh SECURITIES AND EXCHANGE COMMISSION ~.'\'ItI1I"" (\'om11«"'o IIh:lI>.,n. 1:.(1.(' '\I!~rl!~""' Sht', c-lianl!'a Nnltar Ad",jnj~lr"livc Arc' 1)1 k 1207, e- u. 13,a-, Bangladesh, 16. The c()mp;ili~' shall 1I1lt l'li)!:l).:l' itself inln :my mci'~c r /llllml~:m)atil)ll or ncflllisitifln activities without t:.kit~l!. '."Nu Objection" from the Cc!mmissicll1. on the scheme ur the said merger/:lina'gamation or :~('Qm~lll(ln. :I; recouuuemlcd hy thle Hoard of Directors, before apprnvnl by the shareholders in General ~h'ehnl!. Step-I (Applicant) PART-8 Application Process 1. An applicant for public issue of securities shall submit application/buy instruciioll to the Stockbroker/ ~re-rchant Banker where the applicant maintains customer account. within the cut-off date (i.e. the subscription closing dale). which shall be the 25th (twenty fifth) working day from the date of publication of abridged version of prospectus. 2. The application/buy instruction m ly be submitted in prescribed paper or electronic form. which shall contain the Customer ID. Name, B:) Account Number. Number of Securities applied for. Total Amount and Category of the Applicant. At the same time: a) Other than non-resident Bangladeshi (~RB) and Foreign applicants shall make the application money and service charge available in respective customer account maintained with the Stockbroker/Merchant Bauker. No margin facility. advance or deferred payment is permissible for this purpose, In case the application is made through a margin account. the application money shall be deposited separately and the Stockbroker/Merchant Banker shall keep the amount segregated from :he margin account, which shall be refundable to the applicant. if become unsuccessful. b) Non-resident Bangladeshi :l\trb) and Foreign applicants shall submit bank drafts (FDD). issued in favor of the Issuer for an amount equivalent to the application money, with their application to the concerned Stockboker/Merchant Banker, A Non-resident Bangladeshi (NRB) and Foreign applicant may also submit a single draft against 02(two) applications made by hirnlher. i.e. one in his/her own name and the other jointly with another person. The draft (FDD) shall be issued by [he Bank where, the applicant maintains Foreign Currency account debiting the same account and provide the, customer with a certificate mentioning the Fe account number which 'las been debited to issue the FDD_ The applicant shall also submit the certificate witll their application. N,) banker shall issue more than two drafts from any Foreign Currency account for any public is rue. At (he same time, the applicant shall make the service charge available in respective customer account maintained with the StockbrokerlMerchant Banker. c) Eligible investors shall Sl bmit application through the electronic subscription system of the exchange(s) and deposit tle full amount intended to subscribe by the method as determined by exchangers),. Stcp-2 (Intermediary) 3, The Stockbroker/Merchant Banker shall maintain a separate bank account only for this purpose namely "Public Issue Application Account". The Stockbroker/Merchant Banker shall: f Page- 4 - of9 Phone (PABX) : , Fax: , sccbd@jximail.llc.!t, Web :

14 BANGLADESH SECURITIES AND EXCHANGE COMMISSION S',\"lIriti.-~ Ct\lIl1ui~.~i1\n Ilh.,hall. E-6'(' i\l!li}!jilii. Shcr c-hangla Nall3r At.hnillistmtivc Area Dha" 1207 I' I II. c.,,~a-,.ang a esh, a) P"5t till' amount separately in :thc customer account (other than NRB and Foreign applicants). and upon availability of fund. block the amount equivalent to the application money; h) accumulate all the application/buy instruct.ions received lip to the cut-off date. deposit the amount in the "Public Issue Application Account" maintained with its bank within the first banking hour of next working d:1y of the cut-off date; c) instruct the banker to block.he account for an amount equivalent 10 the aggregate application money and to issue a cenificate in this regard..:. Banker of the StockbrokerlMerch:{nt Banker shall block the account as requested for, issue a certificate confirming the same and handoverit to the respective Stockbroker/Merchant Banker. 5. For Non-resident Bangladeshi (::'I1I!B) and Foreign applicants. the Stockbroker/Merchant Banker shall prepare a list containing the draft inforrnation against the respective applicant's particulars. 6. The Stockbroker/Merchant Banker shall prepare category wise lists of the applicants contammg Customer 10. Name, BO Account Number and Number of Securities applied for. and within 03 (three) working days from the cut-off date, send to the respective Exchange, the lists of applicants in electronic (text format with tilde '-' separator) format. the certificate(s) issued by its banker, the drafts and certificates received from Non-resident Bangladeshi (NRB) and Foreign applicants and a copy of the list containing the draft informatio.i. 7. On the next working day. the Exchanges shall provide the Issuer with the information received from the Stockbroker/Merchant Bankers. the drafts and certificates submitted by Non-resident Bangladeshi (NRB) and Foreign applicants and' the list containing the draft information. Exchanges shall verify and preserve the bankers' certificates il. their custody. 8. The applicationlbuy instructions shall be preserved by the Stockbroker/Merchant Bankers up to 6 months from listing of the securitie s with exchange. Step-3 (Issuer) 9. The Issuer shall prepare consolidated list of the applications and send the applicants' BOlDs in electronic (text) format in a CORI)M to COSL for verification. The Issuer shall post the consolidated list of applicants on its website a 1d websites of the Exchanges. CDBt shall verify the BOlDs as to whether the BO accounts of the ap olicants are active or not. 10. On the next working day, COBl, shall provide the Issuer with an updated database of the applicants containing BO Account Number, Name, Addresses. Parents' Name, Joint Account and Bank Account information along with the veriflcarion report. 1 J. After receiving verification rtui'c'jt and information from CDBL. the Issuer shall scruti~ize the applications, prepare category wist; consolidated lists of valid and invalid a~plications and submit report of final status of subscription to the Commission and the Exchanges within 10 (ten) working days from the date of receiving information forn the Exchanges. Page - 5-0(9 Phone (PABX); Jiax: secbd tl bdmail.nct, Web:

15 ~AJ~'GLAD~SH S~~,URITI~S AND EXCHANGE COMl'lISSION ~L,\'lI1lJf' '''111I1l$~lllfl Uha(lall, E ( ( "l!.1ril~oil, Shcr c ll~ncl;) N~gar /ulminislralivc Arc' DL-k 1201 I, n, Ilil a, bnglmlcsh, 12. The Issuer alllithe issue mnunecr :;halicolluuci category wise loucry with til' C valid J app licati icauons within. 0.' (three) working..'. dnvs from th ; date of reporting to the Commission < and the E "xc h angcs. if I d a not receive any observation from the Commission or the Exchanges. The Issuer and issue n~an:lg.cr shal arrange posting the lottery result on their websites within 06 (six) hours and Oil the wcbsites of the Commission and Exchanges within 12 (twelve) hours of lottery, l t Within 02 (two) working days of conducting lottery, the Issuer shall: :I) se.nd ~afe~o?, wise lists of; the successful and unsuccessful applicants in electronic (text format with tilde _ separator) format to the respective Exchange. b) send.~ategory wise lists or unsuccessful applicants who are subject to penal provisions as per conditions of the Consent Leiter issued by the Commission in electronic (text format with tilde '_' separator) format to the Commission and Exchanges mentioning the penalty amount against each applicant. c) issue allotment letters in 'he names of successful applicants in electronic format with digital signatures and send those to respective Exchange in electronic form. d) send consolidated allotrner't data (BOlD and number of securities) in electronic text format in a CDROM to CDBL to cred t the allotted shares to the respective BO accounts. Step-4 (Intermediary) 15. On the next working day, Exchanges shall distribute the information and allotment letters to the StockbrokerlMerchant Bankers concerned in electronic format and instruct them to: a) remit the amount of successful (other than NRB and Foreign) applicants to the Issuer's respective Escrow Account opened for subscription purpose. and unblock the amount of unsuccessful applicants: ' b) send the penalty amount of other than NRB and Foreign applicants who are subject to penal provisions to the Issuer's respective Escrow Accounts along with a list and unblock the balance application money;. 16. On the next working day of rece ving the documents from the Exchanges, the Stod.brokersIMerchant Banker shall request its banker to: a) release the amount blocked for unsuccessful (other than NRB and foreign) applicants; b) remit the aggregate amount of successful applicants and the penalty amount of unsuccessfu\ applicants (other [han NRB i.nd foreign) who are subject to penal provisions to the respective 'Escrow' accounts of the Issuer opened for subscription purpose, 17. On the next working day of receiving request from the StockbrokerslMerchant Bankers. their bankers shall unblock the amount blocked in the account(s) and remit the amount as requested for to the Issuer's <Escrow' account. 18. Simultaneously, the stockbrokers/merchant Bankers shall release the application money blocked in the customer accounts; inform the successful applicants about allotment of securities and the unsuccessful Page: - 6 of9 Phone (PABX): Fax: , sccbd@b,!maij.ncl. Web: ~

16 B/\NGLAD~SH SECURITIES AND EXCHANGE COMMISSION S('\'lIrill('~ Commissnm llhaban, E (>fc "(!aq::l(iii. Sler-e-llangla N3gar i\t1mini~ir.'tivc Arc' Dh L R I ' e, a",,,ang adcsh. ~\rll~\ ants about r~lcasin~ their ~:Iockcd all101ll~ts and send documents to the Exchange evidencing details of the rcmutanccs made.0 the respecuvc 'Escrow' accounts of the Issuer. The unblocked amounts of unsuccessful applicant; shall be.placed as per their instructions. The Stockbroker/Merchant n~nk~r shall be c.ntit~cd to rcco\'t.r the withdrawal charges, if any, from the applicant who wants to withdraw the application money, u:') to an amount oftk (five) per withdrawal. \9. An drafts submitted by NRB or Foeign applicants shall be deposited ill the Issuer's respective 'Escrow' accounts and refund shall hi! made. by the Issuer by refund warrants through concerned stockbroker or merchant banker or transfer to t e applicant's bank account (FC account which has been debited to apply b)' NRB or foreign applicrnts) through banking channel within 10 (ten) working days from the dare of lottery. ~ Iiscellaneous: 20. The Issuer, Issue Managerts). St.x::kbrokers and Merchant Bankers shall ensure compliance of the above ?~ s» The bank drafts (FDD) shall be isrued considering TT Clean exchange rate of Sonali Bank Ltd. on the date of publication of abridged ver.ion of prospectus. Amount deposited and blocked in the "Public Issue Application Account" shall not be withdrawn or transferred during the blocking p< riod. Amount deposited by the applicants shall not be used by the StockbrokerslMerchant Bankers fer any purpose other than public issue application. The Issuer shall pay the costs rela ed to data transmission, if claimed by the Exchange concerned up to an amount of Tk.2,OQ,OOO.OO (taka two 13c) for a public issue. The Stockbroker/Merchant Bankers shall be emit ed to a service charge of Tk.5_OO (taka five) only per application irrespective of the amount or category. The service charge shall be paid by the applicant at the time of submitting application. The Stockbroker/Merchant Banker shall provide the Issuer with a statement of the remittance and drafts sent. 26. The Issuer shall accumulate the penalty amount recovered and send it to the Commission through a bank drafrjpayment order issued in favor of the Bangladesh Securities and Exchange Commission. 27. The concerned Exchange are authorized to settle any complaints and take necessary actions against any SlockbrokerlMerchant Banker in case of violation of any provision of the public issue application process with intimation to the Commission. PART-C 1. The issue manager shall carefully exa nine and compare the published prospectus and its abridged version on the dale of publication with the copies vetted by the Commission. If any discrepancy is found, both the issuer and the issue manager shall jointly publish a corrigendum immediately in the same newspapers concerned, simultaneously endorsing copies thereof to the Commission and the stock exchanges concerned. ~. P:lge 7 of9 Phone (PABX): SS Fax: sccbd@bdmail.ncl. Web:

17 BA~GL~D~SH S~CURITIES AND EXCHANGE COM., Sccuritic Comnussim Bhaban, E-61C Agarg:1oll. Shcr-c-Baugla 3"3r All ". MISSION " mlolstrallvc Arca, Dhaka-I 207. Bangladesh. In this regard. the issue manager shall ~,libmit a compliance report to the Commission within 5 working days fr m the date of such publications.., The fund collected through Public Offering shall not be utilized prior to listing with Exchange(s) and that utilization of the said fund shall be effected through banking channel. i.e. through account payee cheque, pay order or bank drafts etc. 3. The company shall furnish status report on utilization of Public Offering proceeds audited by foreign affiliated auditors and authenticated by the board of directors to the Commission and the Exchanges within IS (f ifteen) days of the closir.g of each month until such fund is fully utilized, as mentioned in the schedule contained in the prospectus. The issuer shall simultaneously post the status report in its website and Exchanges shall also post the same ill company information contained in websites of the Exchanges. In the event of any irre~ ularity or Inconsistency, the Commission may employ or engage any person to examine whether the issuer has utilized the proceeds for the purpose disclosed in the prospectus. ~. While auditing the utilization of IPO proceeds, the auditors will perform their jobs under the following terms of reference (TOR) f'nd confirm the same in their report/certificate: (a) Whether IPO proceeds have been utilized for the purposeslheads as specified in the prospectus; (b) Whether IPO proceeds have been utilized in line with the condition (if any) of the Commission's consent let ter; (c) Whether utilization of IPO proceeds have been completed within the time schedule/lmplementation schedule as specified in the published prospectus; (d) Whether utilization of IPO proceeds is accurate and for the purpose of the company as mentioned/specified in the published prospectus; and (e) The auditors should also confirm that: (i) assets have been procuredlimported/constructed maintaining proper/required procedure as well :IS at reasonable price; and (U) auditors' report has been made.>n verification of all necessary documents/papers/vouchers in support of IPO proceeds making reconciliation with Bank Statement. 5. All transactions, excluding petty cash ~ xpenses, shall be effected by crossed cheques or bank transfers. 6. Proceeds of the public offering shali not be transferred to any other bank account before listing" 'ith the Exchange(s). Tile proceeds shalf not be used for any purpose other than those specified in the prospectus without any vafid ground, Any material deviation in this respect must han prior approval of at least 51 % of tile public shareholders, other than sponsors and directors, in a general meeting through Board approved agenda til creon and due notification to the shareholders. Before the said general meeting, such deviation as' recommended by the board of directors shall be published as price-sensitive information with detailed descrlptlon and reasons for such deviation. If approved by the shareholders, the meeting resolullon shall be submitted to the Commission along with reasonable explanations and the decision shall be published as price-sensitive information. 7. If any quarte,r ~r half-year of the financial year ends after publication of the abridged version of prospectus and before listing of its securities wi~h any exchange. the company shall disseminate/transmit/submit the Page - 8 0(9 Phone (PABX): _2. Fax: "' '.' G , . sccbd<!_l}hd aal'.licl. Web:

18 BANGLADESH SECURITIES AND EXCHANGE COM~llSSION N ntie: C mmis ion IIlta"',n. E (' C l!arg.1oll. Sher-e-llangla Nagar Adminislrative Arca. Dhaka Bangladesh. said quarterly/half yearly financial statements in accordance with the Commission's Notification. EClC\tRRCD!200S-I~.";ldmin/03-3'- dated September 27, 2009 and Rules 13 of the Securities and Exchange Rules. 1%7. In the event of arising issues concerning Price Sensitive Information as defined under the ~fii;~. 'fj 1I1WC'6... i-:- (~1 m"!t R~""'~'1) Rf~ ')~~Q after publication of the abridged version of prospectus and before listin& of its securities with any ex char ge, the company shall disseminate/transmit/submit the information as price sensitive in accordance with the Commission's Notification No. SEClSRMII J950 dated October 2~ PART-D 1..-\5 per provision of the Depository Ac, j 999 & Regulations made thereunder. shares will only be issued in dematerialized condition. All transfer/transmission/splitting will take place in the depository system of Central Depository Bangladesh Ltd. (20BL) and any further issuance of shares (including rightslbonus) will be made in dematerialized form or Iy. 2. The issuer and the issue manager shal ensure due compliance of all the above conditions, the 'Bangladesh Securities and Exchange Cornmissicn (Public Issue) Rules. 2015' and the listing regulations of the Exchanges. 3. The Commission may impose further.onditions/rcstrictions etc. from time to lime as and when considered necessary which shan also be binding upon the issuer company. Thanking you. By order of the Bangladesh Securities and :~xchange Commission. 4'~/!J Md. Faruq Hossain Deputy Director Distribution: 1. Chief Executive Officer, IIDFC C. pital Limited; 2. Hoda Vasi Chowdhury & Co. Cha tered Accountants. COP" to (no. in order of seniority): i. Chairman, National Board of F.evenue; II. Registrar of Joint Stock Comp..nies & Firms; iii. Managing Director, Dhaka Stock Exchange Limited; iv. Managing Director, Chittagonj, Stock Exchange Limited; v, Managing Director & Chief E, ecutive Officer, CDBL; vi. Head of au Departments, fish:; vii. Office of the Chairman. BSEC; viii. Office of the Commissioners, '3SEC; and IX.. Office copy. :\ Page 9 of9 Phone (PABX) : _2 P +. ax. 88..Q2-SSoo7106. E-mad: scclltj~~txlllmil.ncr. Web: