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TMI BlogAmendments to the SEBI (Disclosure and Investor Protection) Guidelines, 2000X X X X Extracts X X X X X X X X Extracts X X X X ..... I (Disclosure and Investor Protection) Guidelines, 2000. The Board approved certain amendments to the said Guidelines. Earlier, in the meeting held on September 14, 2000, the Board had also decided to include the Foreign Venture Capital Investors registered with the Board, in the definition of "Qualified Institutional Buyers" under the Guidelines. The Board, in its meeting held on July 9, 2001 approved inclusion of State Industrial Development Corporations in the definition of "Qualified Institutional Buyers". Accordingly, the following amendments have been made in the Guidelines, which are : Section A : Foreign Venture Capital Investors registered with the Board and State Industrial Development Corporations have been ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... panies which have allotted shares to holders of securities in a listed company pursuant to a scheme of reconstruction or amalgamation sanctioned by the appropriate High Court, have been approaching the Board for seeking exemption from making a public offer for listing their shares. Exemptions, subject to fulfillment of certain conditions are already being granted by way of communication to the Stock Exchanges. For the sake of greater transparency, the requirements in this regard are stated in this section. Section E The requirements related to issue of research reports by an issuer company in respect of public issues and rights issues have been laid down. Section F : The restriction of a minimum public issue size of ₹ 25 crore in ca ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... he same shall be locked-in as per the provisions of the SEBI (Venture Capital Funds) Regulations, 1996 and SEBI (Foreign Venture Capital Investors) Regulations, 2000 and any amendments thereto" SECTION C : CHAPTER VII 1. The existing clause 7.2.1-1 shall be substituted by the following :- "7.2.1-1 - The due date for submitting Post-Issue Monitoring report in case of public issues by listed and unlisted companies a. 3 day monitoring report in case of issue through book building route, for book built portion. The due date of the report shall be 3rd day from the date of allocation in the book built portion or one day prior to the opening of the fixed price portion whichever is earlier. b. 3 day monitoring report in other cases, inclu ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ion) Rules, 1957 by an unlisted company : 8.3.5-1 - An unlisted company may make an application to the Board for relaxation from applicability of clause (b) to sub-rule (2) of Rule 19 of the Securities Contracts (Regulation) Rules, 1957 for listing of its shares without making an initial public offer if it satisfies the following conditions : i. Shares have been allotted by the unlisted company (transferee-company) to the holders of securities of a listed company (transferor-company) pursuant to a scheme of reconstruction or amalgamation under the provision of the Companies Act, 1956 and such scheme has been sanctioned by the High Court/s of the Judicature. ii. The listing of the shares of the unlisted transferee-company is in terms of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... or existing company (say 'B') there would not be any additional lock-in, if the paid-up share capital of company 'B' is only to the extent of requirement for incorporation purposes. b. in case of merger where the paid-up share capital of the company seeking listing (company 'B') is more than the requirement for incorporation; the promoters' shares shall be locked-in to the extent 20% of the post-merger paid-up capital of the unlisted company, for a period of 3 years from the date of listing of the shares of the unlisted company. The balance of the entire pre-merger capital of the unlisted company shall also be locked-in for a period of 3 years from the date of listing of the shares of the unlisted company. 8.3.5-2 - An application to th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... hows, presentations, in research or sales reports or at bidding centres etc. iii. no report or information, other than the contents of the draft offer document shall be circulated by the issuer or any member of the issue management team/syndicate or their associates, after the date of receipt of observations from SEBI. iv. the advertisement code is observed while circulating the research reports, and that the risk factors are reproduced wherever highlights are given, as in case of an advertisement." SECTION F : CHAPTER XI 1. Clause 11.3-1(i) shall be deleted. SECTION G : SCHEDULE XXIV 1. Item 1(i) in schedule XXIV shall be substituted with the following : i. "First and last date of sending security certificates to NRIs (Enclose RB ..... X X X X Extracts X X X X X X X X Extracts X X X X
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