Market Intermediaries Regulation & Supervision Department

Division of Policy & Supervision-2

MIRSD/DPS-2/MB/MB-03/18890/04

August 25, 2004

To

All Registered Merchant Bankers

Dear Sirs,

Sub: Amendments to SEBI (Buy Back of Securities) Regulations, 1998 and consequent changes in the draft format of standard letter of offer

Please refer to our earlier circular dated May 07, 2004 forwarding therewith the guidelines in respect of the disclosures to be made in the Letter of offer in respect of buy back of securities in terms of SEBI (Buy Back of Securities) Regulations, 1998 and Format of Standard letter of offer. The captioned regulations have since been amended vide SEBI (Buy-back of Securities) (Amendment) Regulations, 2004 and the same have been notified in official gazette dated June 18, 2004. We have enclosed a copy of the aforesaid notification for your reference.

In consequence to the above amendments, the draft letter of offer for buy back as made public through our earlier circular referred above stands partially modified as follows:-

1) At point 9.1 of the general instructions of the draft letter of offer word “earlier” has been replaced with the word “later”.

2) Point 9.2 of the general instructions of the draft letter of the offer has been deleted.You are advised to take note of the above for immediate compliance.

This circular is being issued in exercise of powers conferred by Section 11 (1) of the Securities and Exchange Board of India Act, 1992 read with Regulation 8 and Schedule III of the SEBI (Buy Back of Securities) Regulations, 1998.

Yours faithfully,

SURESH B. MENON
Enc: As above

GENERAL MANAGER

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