The Securities and Exchange Board of India (SEBI) on July 29, 2022 has issued a circular regarding the Operational Circular for listing obligations and disclosure requirements for Non-convertible Securities, Securitized Debt Instruments and/ or Commercial Paper, the objective of the guidelines is effective regulation of the corporate bond market and to enable the issuers and other market stakeholders to get access to all the applicable circulars at one place.
SEBI directs all the Exchanges and issuers and other stockholders to comply with the conditions laid down in this circular:
• bring the provisions of this circular to the notice of listed entities/ issuers of listed Non-Convertible Securities, Securitised debt instruments, and/ or Commercial Paper;
• disseminate the provisions of the circular on their website;
• put in place necessary systems and infrastructure for implementation of this circular;
• make consequential changes, if any, to their respective bye-laws; and
• communicate and create awareness amongst the stakeholders.
The circular is consists of the following chapters:
• Chapter I, which specifies Formats for filing financial information
• Chapter II, which specifies Formats for Limited Review Report/ Audit Report for issuers of Non-convertible Securities
• Chapter III, which specifies Disclosure of the Impact of Audit Qualifications by Listed Entities
• Chapter IV, which specifies Format of Statement indicating utilisation and Statement indicating deviation/ variation in the use of proceeds of issue of listed Non-convertible Securities
• Chapter V, which specifies Disclosures by listed entities of defaults on payment of interest/ repayment of principal amount on loans from banks/ financial institutions and unlisted debt securities
• Chapter VI, which specifies Schemes of Arrangement involving NCDs/ NCRPS issued in lieu of specified securities
• Chapter VII, which specifies Formats specifying disclosure of Corporate Governance by
• Chapter VIII - Disclosure obligations of listed entities in relation to its Related Party Transactions
• Chapter IX, which specifies Non-compliance with provisions related to continuous disclosures
• Chapter X, which specifies Format for statements/ reports to be submitted to Stock Exchange(s) by listed entity which has listed its Securitised Debt Instruments
• Chapter XI, which specifies Formats relating to review of rating and payment obligations
This circular shall come into force with effect from August 1, 2022.
[Circular No.: SEBI/HO/DDHS/DDHS_Div1/P/CIR/2022/0000000103]
