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In the securities market, underwriting involves determining the risk and price of a particular security. It is a process seen most commonly during initial public offerings, wherein investment banks first buy or underwrite the securities of the issuing entity and then sell them in the market.
There are several different kinds of underwriting agreements: the firm commitment agreement, the best efforts agreement, the mini-maxi agreement, the all or none agreement, and the standby agreement.
In a best efforts underwriting, the underwriters do not agree to purchase all of the securities from the issuer. Underwriters agree to use their best efforts to sell the securities and act only as an agent of the issuer in marketing the securities to investors.
An underwriting agreement is a statutory necessity for Companies who have decided to increase their share capital by the issue of equity share. It is mandatory for the Company to file this agreement with the prospectus of public issue of shares/debentures with the Registrar of Companies.
It is suitable for use by either: A Public Limited Company arranging terms with an Underwriter who is eligible under the SEBI Act, 1992; A Share broker, merchant banker / underwriting firm in an arrangement for subscription to the public issue of a Public Limited Company.
--All members of the syndicate, including the managing underwriter, sign the agreement among underwriters.
The underwriting agreement contains the details of the transaction, including the underwriting group's commitment to purchase the new securities issue, the agreed-upon price, the initial resale price, and the settlement date. A best-efforts underwriting agreement is mainly used in the sales of high-risk securities.
In connection with a registered securities offering, the underwriters of the offering typically enter into an underwriting agreement with the issuer of the securities and any selling stockholders.