Regulation 2 - Definitions. - Securities and Exchange Board of India (Foreign Venture Capital Investors) Regulations 2000

Definitions. 2. (1) In these regulations, unless the context otherwise requires,─ (a) Act means the Securities and Exchange Board of India Act, 1992 (15 of 1992); 9 [ (aa) Bilateral Memorandum of Understanding with the Board means a bilateral Memorandum of Understanding between the Board and any authority outside India that provides for information sharing arrangement as specified under clause (ib) of sub-section (2) of section 11 of the Act; (ab) Board means the Securities and Exchange Board of India established under section 3 of the Act; ] 10 [ (b) certificate means a certificate of registration granted to a foreign venture capital investor by the designated depository participant on behalf of the Board under these regulations; ] 11 [ (ba) control includes the right to appoint majority of the directors or to control the management or policy decisions exercisable by a person or persons acting individually or in concert, directly or indirectly, including by virtue of shareholding or management rights or shareholders agreements or voting agreements or in any other manner; ] 12 [ (c) designated bank means a scheduled bank in India, which has been authorised by the Reserve Bank of India to act as a banker to the foreign venture capital investor; ] 13 [ (ca) designated depository participant means a person who has been approved by the Board under Chapter III of the Securities and Exchange Board of India (Foreign Portfolio Investors) Regulations, 2019; ] (d) domestic custodian means a person registered under the Securities and Exchange Board of India (Custodian 14 [ **** ] ) Regulations, 1996; 1 [(e) 2 [* * *] (ee) Inspection or Investigation Officer means an officer appointed by the Board, under regulation 16;] (f) equity linked instruments includes instruments convertible into equity share or share warrants, preference shares, debentures compulsorily; 3 [or optionally] convertible into equity;] 15 [ (g) foreign venture capital investor means an investor incorporated or established outside India registered under these regulations, proposes to make investment in accordance with these regulations and shall be deemed to be an intermediary in terms of the provisions of the Act; ] 16 [ (h) form means an application form for obtaining registration as foreign venture capital investor as notified by the Government of India or as specified by the Board; ] 17 [ (ha) International Financial Services Centre or IFSC shall have the same meaning as assigned to it in clause (q) of section 2 of the Special Economic Zones Act, 2005 (Act No. 28 of 2005); ] (i) investible funds means the fund committed for investments in India net of expenditure for administration and management of the fund; (j) 5 [***] (k) Schedule means a schedule annexed to these regulations; 6 [(l) Venture Capital Fund means a fund registered with the Board under the Securities and Exchange Board of India (Venture Capital Funds) Regulations, 1996 or under the Securities and Exchange Board of India (Alternative Investment Funds) Regulations, 2012 in the sub-category of Venture Capital Fund‟ under Category I Alternative Investment Fund. 7 [(m) Venture Capital undertaking means a domestic company: i) Which is not listed on a recognised stock exchange in India at the time of making investment; and ii) Which is engaged in the business for providing services, production or manufacture of article or things and does not include following activities or sectors: (1) non-banking financial companies, other than Core Investment Companies (CICs) in the infrastructure sector, Asset Finance Companies (AFCs), and Infrastructure Finance Companies (IFCs) registered with Reserve Bank of India; (2) gold financing; (3) activities not permitted under industrial policy of Government of India; (4) any other activity which may be specified by the Board in consultation with Government of India from time to time.]] 18 [ (2) Words and expressions used and not defined in these regulations, but defined in the Act or the Foreign Exchange Management Act, 1999 (42 of 1999), the Companies Act, 2013 (18 of 2013), the Securities Contracts (Regulation) Act, 1956 (42 of 1956), the Depositories Act, 1996 (22 of 1996), or the rules and regulations made thereunder shall have the same meaning as are respectively assigned to them in those Acts or rules or regulations or any statutory modification or re-enactment thereto. ] ************** NOTES:- 1 Clauses (e) and (ee) substituted for clause (e) by the SEBI (Foreign Venture Capital Investors) (Amendment) Regulations, 2001, w.e.f. 07-6-2001. 2 Omitted by the SEBI (Foreign Venture Capital Investors) (Amendment) Regulations, 2004, w.e.f. 27-9-2002. Earlier clause (e) as amended by the SEBI (Foreign Venture Capital Investors) (Amendment) Regulations, 2001, w.e.f. 7-6-2001, read as under: (e) enquiry or investigating officer means an enquiry or investigating officer appointed by the Board, under regulation 16.‟ 3 Inserted by the SEBI (Foreign Venture Capital Investors) (Amendment) Regulations, 2004, w.e.f. 5-4-2004. 4 Substituted, ibid. Prior to its substitution, it read as under: (g) Foreign venture capital Investor means an investor incorporated, established outside India, which proposes to make investment in venture capital fund(s) or venture capital undertakings in India and is registered under these Regulations.‟ 5 Omitted by the SEBI (Foreign Venture Capital Investors) (Amendment) Regulations, 2014, w.e.f. 30.12.2014. Prior to its omission, clause (j) read as under: (j) negative list means a list of items as specified in Third Schedule; 6 Substituted by the SEBI(Alternative Investment Funds) Regulations, 2012 w.e.f. May 21, 2013. Prior to substitution it read as under: (l) Venture Capital Fund means a Fund established in the form of a Trust, a company including a body corporate and registered under Securities and Exchange Board of India (Venture Capital Fund) Regulations, 1996, which (i) has a dedicated pool of capital; (ii) raised in the manner specified under the Regulations; and (iii) invests in accordance with the Regulations; (m) venture capital undertaking means a domestic company:─ (i) whose shares are not listed in a recognised stock exchange in India; (ii) which is engaged in the business of providing services, production or manufacture of articles or things, but does not include such activities or sectors which are specified in the negative list by the Board, with approval of Central Government, by notification in the Official Gazette in this behalf. 7 Substituted by the SEBI (Foreign Venture Capital Investors) (Amendment) Regulations, 2014, w.e.f. 30.12.2014. Prior to substitution, Clause (m) as amended by the SEBI (Alternative Investment Funds) Regulations, 2012 w.e.f. May 21, 2013 read as under: (m) Venture Capital undertaking means a venture capital undertaking as defined under clause(aa) of sub-regulation (1) of regulation 2 of the Securities and Exchange Board of India (Alternative Investment Funds) Regulations, 2012. 8. Inserted by the SEBI(Alternative Investment Funds) Regulations, 2012 w.e.f. May 21, 2013. 9. Inserted vide Notification No. SEBI/LAD-NRO/GN/2024/203 dated 04-09-2024 w.e.f. 01-01-2025 10. Substituted vide Notification No. SEBI/LAD-NRO/GN/2024/203 dated 04-09-2024 w.e.f. 01-01-2025 before it was read as, (b) certificate means a certificate of registration granted by the Board under regulation 7; 11. Inserted vide Notification No. SEBI/LAD-NRO/GN/2024/203 dated 04-09-2024 w.e.f. 01-01-2025 12. Substituted vide Notification No. SEBI/LAD-NRO/GN/2024/203 dated 04-09-2024 w.e.f. 01-01-2025 before it was read as, (c) designated bank means any bank in India which has been permitted by the Reserve Bank of India to act as banker to the Foreign Venture Capital Investor; 13. Inserted vide Notification No. SEBI/LAD-NRO/GN/2024/203 dated 04-09-2024 w.e.f. 01-01-2025 14. Omitted vide Notification No. SEBI/LAD-NRO/GN/2024/203 dated 04-09-2024 w.e.f. 01-01-2025 before it was read as, of Securities 15. Substituted vide Notification No. SEBI/LAD-NRO/GN/2024/203 dated 04-09-2024 w.e.f. 01-01-2025 before it was read as, 4 [(g) foreign venture capital investor means an investor incorporated and established outside India, is registered under these Regulations and proposes to make investment in accordance with these Regulations;] 16. Substituted vide Notification No. SEBI/LAD-NRO/GN/2024/203 dated 04-09-2024 w.e.f. 01-01-2025 before it was read as, (h) form means any of the forms set out in the First Schedule; 17. Inserted vide Notification No. SEBI/LAD-NRO/GN/2024/203 dated 04-09-2024 w.e.f. 01-01-2025 18. Substituted vide Notification No. SEBI/LAD-NRO/GN/2024/203 dated 04-09-2024 w.e.f. 01-01-2025 before it was read as, (2) Words and expressions used and not defined in these regulations but defined in the Act or Securities and Exchange Board of India (Venture Capital Funds) Regulations, 1996 8 [or Securities and Exchange Board of India (Alternative Investment Funds) Regulation, 2012] shall have the same meaning as are respectively assigned to them in the Act or the said regulations.