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Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) (Third Amendment) Regulations, 2015

                                                                          THE GAZETTE OF INDIA 
                                                                             EXTRAORDINARY 
                                                                         PART III SECTION 4 
                                                                     PUBLISHED BY AUTHORITY 
                                                                   NEW DELHI, AUGUST 11, 2015 
                                                  SECURITIES AND EXCHANGE BOARD OF INDIA
                                                                                NOTIFICATION 
                                                                Mumbai, the 11th August, 2015 
                                                SECURITIES AND EXCHANGE BOARD OF INDIA
                                         (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) 
                                                   (THIRD AMENDMENT) REGULATIONS, 2015

No.SEBI/LAD-NRO/GN/2015-16/007 .”€ In exercise of the powers conferred by section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Board hereby makes the following regulations to further amend the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, namely:-

1. These regulations may be called the SEBI (Issue of Capital and Disclosure Requirements) (Third Amendment) Regulations, 2015.

2. They shall come into force on the date of their publication in the Official Gazette.

3. In the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009:-

(a) in Regulation 10, in sub-regulation (1), –

I. in clause (b), for the words three thousand crore rupees, the words one thousand crore rupees in case of public issue and two hundred and fifty crore rupees in case of rights issue shall be substituted;

II. in clause (e), –

a. in the first proviso, for the symbol ; , the symbol :  shall be substituted;
b. after the first proviso,the following new proviso shall be inserted, namely:-

Provided further that imposition of only monetary fines by stock exchanges on the issuer shall not be a ground for ineligibility for undertaking issuances under this regulation;  ;

III. after clause (g) and before clause (h), following new clause shall be inserted, namely:-
(ga) the issuer or promoter or promoter group or director of the issuer hasnot settled any alleged violation of securities laws through the consent or settlement mechanism with the Board during three years immediately preceding the reference date; ;

IV. in clause (h), for the symbol . the symbol ; shall be substituted;

V. after clause (h), the following new clauses shall be inserted, namely:-

(i) in case of a rights issue, promoters and promoter group shall mandatorily subscribe to their rights entitlement and shall not renounce their rights, except to the extent of renunciation within the promoter group or for the purpose of complying with minimum public shareholding norms prescribed under Rule 19A of the Securities Contracts (Regulation) Rules, 1957;

(j) the equity shares of the issuer have not been suspended from trading as a disciplinary measure during last three years immediately preceding the reference date;

(k) the annualized delivery-based trading turnover of the equity shares during six calendar months immediately preceding the month of the reference date has been at least ten per cent of the weighted average number of equity shares listed during such six months™ period;

(l) there shall be no conflict of interest between the lead merchant banker(s) and the issuer or its group or associate company in accordance with applicable regulations.

(b) In Schedule VIII, –

I. in Part A,Para (2), in item (VII),sub-item (I) shall be replaced with the following, namely:-

Interim Use of Funds: Net issue proceeds pending utilization (for the stated objects) shall be deposited only in the scheduled commercial banks included in the Second Schedule of Reserve Bank of India Act, 1934.

II. in Part E, in Para (5), in item (VII),sub-item (J) shall be replaced with the following, namely:- Interim Use of Funds: Net issue proceeds pending utilization (for the stated objects) shall be deposited only in the scheduled commercial banks included in the Second Schedule of Reserve Bank of India Act, 1934.

(c) In Schedule XIX, in Part A, after para (11) and before para (12), a new para shall be inserted, namely:-

(11A) Interim Use of Funds: The issuer company shall keep funds in a bank having a credit rating of ‘A’ or above by an international credit rating agency.

(d) In Schedule XXI, in Part A, in para (2), in Item (VIII), sub-item (B) shall be replaced with the following, namely:-

(B) Interim Use of Funds:The issuer company shall keep funds in a bank having a credit rating of ‘A’ or above by an international credit rating agency.

U.K. SINHA
CHAIRMAN
SECURITIES AND EXCHANGE BOARD OF INDIA

 

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