Regulation 20 - Trust deed - Securities and Exchange Board of India (Issue and Listing of Municipal Debt Securities) Regulations, 2015

1 [ Trust deed. 20 . (1) A trust deed for securing the issue of municipal debt securities shall be executed by the issuer in favour of the debenture trustee. (2) The trust deed shall contain such clauses as may be specified in Schedule IV of the Securities and Exchange Board of India (Debenture Trustees) Regulations, 1993: Provided that in case of private placement by a body corporate to which the Companies Act, 2013 applies, the trust deed shall, in-addition contain such clauses as required under section 71 of the Companies Act, 2013 and the Companies (Share Capital and Debentures) Rules 2014. (3) The trust deed shall not contain a clause which has the effect of: (a) limiting or extinguishing the obligations and liabilities of the debenture trustees or the issuer in relation to any rights or interests of the investors; (b) limiting or restricting or waiving the provisions of the Act, or Securities Contracts (Regulation) Act, 1956 or the Depositories Act, 1996, and the regulations and circulars or guidelines issued by the Board from time to time; (c) indemnifying the debenture trustees or the issuer for loss or damage caused by their act of negligence or commission or omission. (4) The issue proceeds shall not be utilised until the Trust deed is executed ] ************ NOTES:- 1. Substituted vide NOTIFICATION No. SEBI/LAD-NRO/GN/2019/40 dated 27-09-2019 before it was read as, Trust deed. 20. (1) A trust deed for securing the issue of debentures shall be executed by the issuer in favour of the independent trustee or debenture trustee, as applicable, within three months of the closure of the issue. (2) The trust deed shall contain such clauses as may be prescribed in Schedule IV of the Securities and Exchange Board of India (Debenture Trustees) Regulations, 1993: Provided that in case of private placement by a corporate municipal entity, the trust deed shall, in-addition, contain such clauses as prescribed under section 71 of the Companies Act, 2013 and Companies (Share Capital and Debentures) Rules 2014. (3) The trust deed shall not contain a clause which has the effect of: (a) limiting or extinguishing the obligations and liabilities of the debenture trustees or the issuer in relation to any rights or interests of the investors; (b) limiting or restricting or waiving the provisions of the Act, these regulations and circulars or guidelines issued by the Board; (c) indemnifying the debenture trustees or the issuer for loss or damage caused by their act of negligence or commission or omission.