Regulation 106ZB - Lock-in - Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009

2 [Lock-in. 106ZB. (1) The entire pre-issue capital of the shareholders shall be locked-in for a period of six months from the date of allotment in case of listing pursuant to public issue or date of listing in case of listing without public issue: Provided that nothing contained in this regulation shall apply to: (i) equity shares allotted to employees under an employee stock option or employee stock purchase scheme of the entity prior to the initial public offer, if the entity has made full disclosures with respect to such options or scheme in accordance with Part A of Schedule VIII; (ii) equity shares held by a venture capital fund or alternative investment fund of Category I or a foreign venture capital investor: Provided that such equity shares shall be locked in for a period of at least one year from the date of purchase by the venture capital fund or alternative investment fund or foreign venture capital investor. (iii) equity shares held by persons other than promoters, continuously for a period of at least one year prior to the date of listing in case of listing without public issue: Explanation .- For the purpose of clause (ii) and (iii), in case such equity shares have resulted pursuant to conversion of fully paid-up compulsorily convertible securities, the holding period of such convertible securities as well as that of resultant equity shares together shall be considered for the purpose of calculation of one year period and the convertible securities shall be deemed to be fully paid-up, if the entire consideration payable thereon has been paid at the time of their conversion. (2) The specified securities held by promoters and locked-in may be pledged with any scheduled commercial bank or public financial institution as collateral security for loan granted by such bank or institution if the pledge of specified securities is one of the terms of sanction of the loan. (3) The specified securities that are locked-in may be transferable in accordance with regulation 40 of these regulations. (4) All specified securities allotted on a discretionary basis shall be locked-in in accordance with the requirements for lock-in by Anchor Investors on main board of the stock exchange, as specified under clause 10(j) in Part A of Schedule XI. ] ********** 1. Inserted vide SEBI (Listing of Specified Securities on Institutional Trading Platform) Regulations, 2013 , w.e.f. 8-10-2013 2. Substituted by the SEBI (Issue of Capital and Disclosure Requirements) (Fourth Amendment) Regulations, 2015 , w.e.f. 14.08.2015 before it was read as 1 [Minimum promoter shareholding and lock-in. 106ZB. Not less than twenty per cent. of the post listing capital shall be held by the promoters at the time of listing of specified securities of the small and medium enterprise which shall be locked-in for a period of three years from date of listing.]