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Pragati Life Insurance

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Pragati Life Insurance RIGHTS SHARE OFFER DOCUMENT Date: August 13, 2020 Rights Offer of 15,351,551 Ordinary Shares of Tk. 10.00 each issuing at Tk. 15.00 each, including a premium of Tk. 5.00 per share, totaling of Tk. 230,273,265.00 offered on the basis of 01(one)[R] : 01(one)[E] i.e. 1 (one) rights share for 1 (one) existing shares held on the record date. Record Date for Entitlement of Rights Offer September 07, 2020 Opens On: September 24, 2020 Subscription Closes On: October 20, 2020 Within Banking Hours Both Days Inclusive MANAGER TO THE ISSUE LANKABANGLA INVESTMENTS LIMITED Assurance Nazir Tower, Level-06, 65/B, Kemal Ataturk Avenue, Banani, Dhaka – 1213 Phone: +88 02 55 03 48 53-5; Fax: +88 02 55 03 48 56; e-mail: [email protected]; Website: www.lankabangla-investments.com FULLY UNDERWRITTEN BY LANKABANGLA INVESTMENTS LIMITED BANCO FINANCE AND INVESTMENT LIMITED Assurance Nazir Tower, Level-06, Shefali Complex (4th Floor), 218/3/A, West Kafrul, 65/B, Kemal Ataturk Avenue, Banani, Dhaka - 1213 Sher-e-Bangla Nagar, Dhaka-1207 MTB CAPITAL LIMITED MTB Tower (Level 3) 111 Kazi Nazrul Islam Avenue, Bangla Motor, Dhaka 1000 BANKERS TO THE ISSUE SOUTHEAST BANK LIMITED Eunoos Trade Center 52-53, Dilkusha C/A, Dhaka - 1000 CREDIT RATING STATUS Long Term Short Term Entity Rating AA+ ST-1 Date of Rating August 18, 2020 Validity August 17, 2021 Outlook Stable Rated by Alpha Credit Rating Limited (AlphaRating) PRAGATI LIFE INSURANCE LIMITED Pragati Insurance Bhaban (6th Floor), 20-21 Kawran Bazar, Dhaka Phone: +88 02 818 91 84-8; Fax: + 88 02 912 40 24; e-mail: [email protected]; Website: www.pragatilife.com As per provision of the Depository Act, 1999 and regulations made there under, Rights Share shall only be issued in dematerialized condition. An applicant must apply for allotment of rights share mentioning his/her Beneficiary Owner (BO) Account number in the application form. Table of Contents Page Reference Particulars Number Rule-8(a) Date of the rights share offer document Cover Page Amount of rights share, divided into number of shares, per value and the Rule-8(b) Cover Page issue price of each share, and number of right offered for each existing share Definition and Elaboration of the abbreviated words. 5 Additional The Right Offer 6 Corporate Information 7 Highlight of the rights offer, risk factors, and management plans for 8-11 reduction of such risks Rule – 8 (c) Highlight of the rights offer [History of the Company, Corporate Focus and 8 Background, Nature of Business, The Rights Issue and Issue Price etc.] Risk Factor and Management Perception About the Risks 10-11 Rule – 8 (d) Date and Time of Opening and Closing of Subscription 12 Purposes of raising fund through rights share, specifying clearly the heads and amount of the fund utilization, and identifying various proposed 12 projects with heads and amount of expenditure for each projects, and also Rule – 8 (e) highlights of such projects Purpose of the raising fund through rights issue 12 Additional Five years Information Regarding AGM Held and Dividend Declared 12 Name of the products manufactured or to be manufactured or services rendered or to be rendered by the issuer together with capacity or proposed capacity of the existing and proposed projects vis-a-vis capacity utilized by 13 Rule – 8 (f) the existing project during the last three years or such shorter period during which the issuer was in commercial operation. Existing Services Rendered by the Company 13 If the issue price of rights share is higher than the par value thereof, 14-15 justification of the premium should be stated with reference to- Rule – 8 (g) Net Asset Value Per Share 14 Average Market Price Per Share 15 Cash flows statement, profit and loss account, balance sheet, changes in 16-57 equity and notes to the accounts of the issuer Auditors’ report to the shareholders of Pragati Life Insurance limited 16-21 Balance Sheet 22 Revenue Account 23-24 Rule – 8 (h) Classified summary of assets (Form AA) 25 Statement of Life Insurance Fund 26 Statement of Cash Flows 27 Statement of Changes of Equity 28 Notes to the financial statements 29-57 Summarized cash-flows statement, profit and loss account and balance Rule – 8 (i) sheet, and dividend declared and paid for each of the 5 (five) years 58-61 immediately preceding the issue of rights share offer document or for such Page | 2 Page Reference Particulars Number shorter period during which the issuer was in commercial operation. Auditors Report in pursuance of section 135(1) under Para 24(1) of part – II of 58-61 the Third Schedule of Companies Act 1994 of Pragati Life Insurance Limited Rule – 8 (j) Length of time during which the issuer has carried on business 62 Implementation schedule for completion of each segment of the project Rule – 8 (k) along with the proposed dates of trial and commercial operation of the 62 proposed project Quantity of shares held by each director and persons who hold 5% or more of the paid-up share capital of the issuer on the date of the rights share offer 63-64 document Rule – 8 (l) Quantity of shares held by each director on the date of the rights share offer 63 document Beneficial owners holding shares 5% or Above 63 Composition of shareholding position of the company 64 Name, address, description and occupation of directors; managing director, 65-68 managers and company secretary of the company Rule – 8 (m) Board of Directors 65 Management & Executives 66-68 Rule – 8 (n) Name of the public listed companies under common management 68 Name and address of the underwriter(s) along with the number of shares underwritten by each underwriter, and also the name and address of issue 69-70 Rule – 8 (o) manager, auditors, legal adviser and banker to the rights issue Classified Information and Underwriters 69 Underwriters’ Obligation 70 Particulars along with the terms and conditions of the material contracts including vendors’ agreement, underwriting agreement, issue management 71-74 agreement, agreement with the banker to the issue and contract for acquisition of property, plant and equipment Rule – 8 (p) Terms and Condition of Right Issue [Basis of the Offer, Entitlement, Acceptance of Offer, Renunciation. General, Condition of Subscription, 71-72 Payment of Share Price, Lock-in on Rights Share and Other] Material Contracts [Bankers to the Issue, Underwriters, Manager to the Issue, 73-74 Vendor’s agreement & Contract for Acquisition of property] Number of rights shares that the directors are going to subscribe, and in case they propose to make renunciation, the reasons and extent of such 75 Rule – 8 (q) renunciation Directors’ take-up in the Rights Offer 75 Statement of actual utilization of fund raised by public offering of shares or 75 Rule – 8 (r) rights shares, if any, prior to the proposed rights issue vis-a-vis plan thereof. Declaration regarding utilization of previous fund (IPO) 75 Application form for depositing the subscription money with the bankers to the issue for the rights share, with the provision for renunciation of the 118-122 Rule – 8 (s) rights offer Application Form-A, Bankers to the Issue 119-120 Renunciation Form-B & C 121-122 Rule – 8 (t) Declaration about the responsibility of the issue manager, the underwriter, 76-78 Page | 3 Page Reference Particulars Number the auditors and the directors in Forms-A, B, C, and D respectively Form-A & Form-B 76 Form-C & Form-D 77-79 A statement that a lock-in on the rights shares of the directors (including their renounced shares) for a period of three years from the date of closure 80 Rule – 8 (u) of the rights share subscription shall be operative Statement of Lock-in on the Rights Shares 80 Additional Certificate on Compliance of Conditions of Corporate Governance Guidelines 81-91 A declaration that the rights shares to be issued in dematerialized form and Rule – 8 (v) that the subscribing shareholders have to apply with respective depository Cover Page accounts Rule – 8 (w) Credit Rating Report of the Issuer 92-117 Page | 4 Definition and Elaboration of the abbreviated words and Technical Terms used in the Rights Share Offer Document A AGM Annual General Meeting Allotment Allotment of Shares B BAS Bangladesh Accounting Standards BDT Bangladeshi Taka BSEC Bangladesh Securities and Exchange Commission BO Account Beneficiary Owners Account C CDBL Central Depository Bangladesh Limited CIB Credit Information Bureau CEO Chief Executive Officer Commission Bangladesh Securities and Exchange Commission Company / Issuer Pragati Life Insurance Limited Companies Act The Companies Act, 1994 (Act No. XVIII of 1994) Corporate Office Head office of the Company CSE Chittagong Stock Exchange D DSE Dhaka Stock Exchange E EGM Extra Ordinary General Meeting F FC Account Foreign Currency Account G GBP Great Britain Pound I IPO Initial Public Offering Insurance Act The Insurance Act, 2010 (Act no. XIII of 2010) N NAV Net Asset Value NRB Non-Resident Bangladeshi P PLIL Pragati Life Insurance Limited R RJSC Registrar of Joint Stock Companies and Firms RULES Bangladesh Securities and Exchange Commission (Rights Issue) Rules, 2006 S STD Account Short Term Deposit Account Subscription Application Money T Tk. Taka Page | 5 PRAGATI LIFE INSURANCE LIMITED Corporate Office: Pragati Insurance Bhaban (6th Floor), 20-21 Kawran Bazar, Dhaka ISSUE OF RIGHTS SHARES August 17, 2019 Dear Shareholder(s), We are happy to offer you an opportunity to participate in Rights Issue Of shares of Pragati Life Insurance Limited. The honorable shareholders of the Company in the Extraordinary General Meeting (EGM) held on dated 25.08.2019 approved Rights Shares issue proposal of 30,703,102 number of shares to be offered in the ratio of 2(R):1 (i.e.
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