Sebi tweaks OFS norms to encourage employees’ participation

  Relaxing its offer-for-sale (OFS) norms, markets regulator Sebi today allowed companies’ promoters to sell shares within two weeks from the OFS transaction to their employees. Currently, promoters cannot buy or sell the company’s shares for 12 weeks after the OFS. In order to streamline the process of OFS with an objective to encourage greater participation by employees, Sebi has modified the existing provision with respect to restriction on sale of shares by promoters post-OFS. “Promoters of eligible companies shall be permitted to sell shares within a period of two weeks from the OFS transaction to the employees of such companies. The offer to employee shall be considered as a part of the said OFS transaction,” Sebi said in a circular. At their discretion, promoters can offer shares to employees

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SEBI (Prohibition on Raising Further Capital From Public and Transfer of Securities of Suspended Companies) Order, 2015

  General Order No.1 of 2015 SEBI  (Prohibition  on  Raising  Further  Capital  From  Public  and  Transfer  of  Securities of Suspended Companies) Order, 2015. Under section 11A read with section 11 of the Securities and Exchange Board of India Act 1992. 1. In terms  of  section  21  of  the  Securities  Contracts  (Regulation)  Act,  1956  read  with  section  11A  of  the  Securities  and  Exchange  Board  of  India,  Act    (“SEBI  Act  “),  all  listed  companies  are mandated  to  comply  with  listing  conditions  prescribed  under the equity listing agreement. Section 11A of the SEBI Act empowers SEBI to prohibit any company from issuing prospectus, etc. soliciting money from public for issue of securities  and  to  specify  requirements,    for  transfer  of  securities  and  matters  incidental thereto 2. Disclosures by the listed companies, as per the

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Continuous disclosures and compliances by issuers under SEBI (Issue and Listing of Debt Securities by Municipalities) Regulations, 2015

  CIR/IMD/DF1/60/2017 June 19, 2017 To All Issuers All Recognized Stock Exchanges All Depositories All Registered Merchant Bankers   Dear Sir / Madam, Sub: Continuous disclosures and compliances by issuers under SEBI (Issue and Listing of Debt Securities by Municipalities) Regulations, 2015 1.Regulation 23 of the SEBI (Issue and Listing of Debt Securities by Municipalities) Regulations, 2015  (SEBI  ILDM  Regulations)  prescribe  disclosures  to  be  made  by  issuers  making  public issues of debt securities or seeking listing of debt securities issued on private placement basis to the Stock Exchange(s). The said disclosures, inter-alia, include disclosures for financial as well as non-financial information. 2.Accordingly it has been decided to specify as under: 2.1. Disclosure of financial information: While disclosing its financial information to the Stock Exchanges, an issuer of debt securities under

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Fine for non compliance with SEBI ICDR Regulations

  Securities and Exchange Board of India CIRCULAR CIR/CFD/DIL/57/2017 June 15, 2017 To All Listed entities who have listed their equity and convertibles All the Recognized Stock Exchanges Dear Sir / Madam, Sub: Non-compliance with certain provisions of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 (“ICDR Regulations”) 1. Regulations 111A and 111B of ICDR Regulations inter alia specify liability of a listed entity or any other person for contravention and actions which can be taken by the respective stock exchange and the revocation of such actions, in the manner specified by SEBI. 2. Stock exchanges shall impose fines on the companies for non-compliance with certain provisions of ICDR Regulations as under: Regulation Violation Fine 95(1) Delay in completion of bonus issue.  20,000 per day of non-compliance till the date of compliance. If

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SEBI on Formation of Committee on Corporate Governance

  Securities and Exchange Board of India Dated: Jun 02, 2017    PR No.: 30/2017 Formation of Committee on Corporate Governance SEBI has set up a committee under the Chairmanship of Shri Uday Kotak, Executive Vice Chairman and Managing Director of Kotak Mahindra Bank to advise on issues relating to corporate governance. The other members of the committee are the representatives of Corporate India, stock exchanges, professional bodies, Investor groups, Chambers of commerce, law firms, academicians and research professionals and SEBI. Terms of Reference of the Committee: The Committee shall make recommendations to SEBI on the following issues with the aim of improving standards of corporate governance of listed companies in India: Ensuring independence in spirit of Independent Directors and their active participation in functioning of the company; Improving safeguards and

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Uday Kotak to head Sebi governance panel

  The Securities and Exchange Board of India (Sebi) has set up a committee to recommend on better corporate governance standards at listed companies. The 21-member panel is to give its report in four months. It will be chaired by Uday Kotak, executive vice-chairman and managing director of Kotak Mahindra Bank. There will be representatives from corporate India, stock exchanges, legal firms, Sebi and proxy advisory firms. Some of the other members are Keki Mistry, chief executive at HDFC; Rishad Premji, chief strategic officer at Wipro and R Shankar Raman, chief financial officer, Larsen & Toubro. Also Ashish Chauhan, chief executive of the BSE exchange; Zia Mody, managing partner at AZB Partners, and Cyril Shroff, managing partner at Cyril Amarchand Mangaldas. The committee is to suggest measures for “ensuring independence in spirit of independent directors and their active

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SEBI introduces Online System for Portfolio Managers and Venture Capital Funds

  PR No.: 29/2017 May 30, 2017          Portfolio Managers In furtherance of SEBI’s endeavor to bring all the intermediary related processes (registration, reporting and other requests) to the online platform, it is hereby informed that an online system is introduced for Portfolio Managers. The system provides a comprehensive solution for all the regulatory compliance specified under the SEBI (Portfolio Managers) Regulations, 1993 and circulars issued there under. All applicants desirous of seeking registration as a Portfolio Manager are now required to submit their applications on the online system at https://siportal.sebi.gov.in Existing SEBI registered Portfolio Managers have been separately intimated by emails and advised to activate their online accounts. For help in the process of registration and other compliance, users may refer to the manual provided in

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RInfra InvIT Fund gets Sebi nod to float Rs 2,500-cr IPO

  Reliance Infrastructure (RInfra) on Wednesday said that RInfra InvIT has received the final approval from the Securities and Exchange Board of India (Sebi) to float its Rs 2,500 crore plus Initial Public Offering (IPO). Sources told IANS that the proposed IPO is expected to be launched in two weeks’ time. “RInfra InvIT has received the final observation letter from the Sebi for its proposed IPO of units representing an undivided beneficial interest in the Trust. The proposed issue size is Rs 25,000 million with an option to retain over-subscription up to 25 per cent of the issue size,” the company said in a statement in Mumbai. Reliance Nippon Life Asset Management is the investment manager to the InvIT. Axis Capital, DSP Merrill Lynch and UBS Securities are acting as global coordinators and book running lead managers. SBI Capital Markets and Yes Securities are acting as book-running

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RInfra InvIT Fund receives final nod from SEBI

  The Anil Ambani-led Reliance Infrastructure (RInfra) today said it has received a final nod from market regulator the Securities and Exchange Board of India (SEBI) for its proposed Rs 2500 crore infrastructure investment trust. “RInfra has received the final observation letter from the SEBI for its proposed Rs 2,500 crore initial public offering (IPO) of units representing an undivided beneficial interest in the trust,” the company said in a statement here. According to sources, the company is likely to launch the InvIT in the next two weeks. The proposed issue size is Rs 2,500 crore with an option to retain oversubscription up to 25 per cent of the issue size, the company said. The sources said RInfra InvIT fund will initially own seven toll road assets that connect major cities. The initial road assets extend 1,756

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Sebi, Diageo and the hidden advantage

  On November 9, 2012, Smirnoff maker Diageo Plc signed a deal with the Vijay Mallya-led UB Group to acquire up to 53.4 per cent of United Spirits (USL). The transaction was supposed to have three separate legs. In the first one, Diageo and persons acting in concert (PACs) would buy about 25 million shares (19.3 per cent stake) from UB Holdings and associated entities. This was done at a negotiated price of Rs 1,440 a share. In the second leg, USL would do a preferential issue of about 14.5 million shares. Such issues require approval by a special resolution of shareholders. This process has its own timelines of public notice, etc. Together, these two legs would take the holding of Diageo to 27.4 per cent of the enlarged share capital. By the Sebi takeover regulations

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