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TMI BlogElectronic book mechanism for issuance of debt securities on private placement basisX X X X Extracts X X X X X X X X Extracts X X X X ..... nter alia provides that:- In particular, and without prejudice to the generality of the foregoing power and provisions of these regulations, such orders or circulars may provide for all or any of the following matters, namely: (a) Electronic issuances and other issue procedures including the procedure for price discovery; 2. Accordingly, in order to streamline procedures for issuance of debt securities on private placement basis and enhance transparency to discover prices, it has been decided to lay down a framework for issuance of debt securities on private placement basis through an electronic book mechanism. 3. To begin with, this electronic book mechanism would be mandatory for all private placements of debt securities in ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ffice space, equipments, risk management capabilities, manpower and other information technology infrastructure to effectively discharge the activities of EBP. 5.3.4. EBP shall ensure that there is adequate backup, disaster management and recovery plans for the electronic book mechanism so provided by EBP. 5.3.5. The EBP shall ensure safety, secrecy, integrity and retrievability of data. 5.3.6. The electronic book mechanism so provided by EBP would be subject to periodic audit by Certified Information Systems Auditor (CISA) under Annual System Audit prescribed by SEBI. 6. Participants in Electronic book mechanism 6.1. Issuer 6.1.1. Issuer shall have the same meaning as assigned under regulation 2(g) of ILDS Regulations ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nic book mechanism: The roles and responsibilities of each of the participants of electronic book mechanism shall be as follows: 7.1. The arranger or sub-arranger or EBP shall ensure Know Your Client (KYC) of the participants before allowing them to make bids as follows: 7.1.1. In case the participants are Qualified Institutional Buyers , KYCs shall be ensured by EBP; and 7.1.2. In case of other participants by the arranger or sub-arranger, as the case may be. 7.1.3. Arranger or Sub-Arranger or EBP may undertake KYC of participants by obtaining/utilizing existing KYCs of clients from KRAs registered with SEBI. 7.2. Issuer 7.2.1. The issuer shall ensure compliance with all requisite laws, rules, regulations, etc. with re ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... es arising from bidding process. 7.4. Any dispute between issuer and bidders or between EBP or bidders before listing of privately placed debt securities in recognized Stock Exchange(s) shall be settled as per their agreement and post listing as per arbitration bye-laws of exchange. 8. Procedure for electronic book mechanism: The procedure to be followed for electronic book mechanism is as follows: A. Pre-Bid Procedure 8.1. Participants shall be required to enroll with EBP before entering bids. However, enrollment of participants with EBP would not automatically qualify a participant to enter bids, as only eligible participants may participate in the bidding process. 8.2. Qualified Institutional Buyer as per Regulation 2 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... cific information and to the bidding portal provided by EBP. The bidding time window (bidding time, cooling period, renegotiation window etc.) shall be decided by issuer in consultation with the EBP which shall be disclosed to the bidders by EBP in advance. B. Bidding Procedure 8.6. Biding shall be allowed in the bidding time window specified by the issuer. 8.7. Bid shall be made by way of entering bid amount in Rupees (INR) and coupon/ yield in basis points (bps). 8.8. Participants shall be allowed to enter multiple bids i.e. single participant may enter more than one bid. 8.9. EBP shall provide a facility for generation of acknowledgement number against such bids. C. Post Bidding Procedure 8.10. All bids received ..... X X X X Extracts X X X X X X X X Extracts X X X X
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