The Securities and Exchange Board of India (SEBI) on May 17, 2024, issued the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) (Amendment) Regulations, 2024 to further amend the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018.
The following has been stated namely: -
• Regulation 15 which states “Securities ineligible for minimum promoters’ contribution” in clause (b) the following shall be inserted namely: -
“(iv) to equity shares arising from the conversion or exchange of fully paid-up compulsorily convertible securities, including depository receipts, that have been held by the promoters and alternative investment funds or foreign venture capital investors or scheduled commercial banks or public financial institutions or insurance companies registered with
Insurance Regulatory and Development Authority of India or any nonindividual public shareholder holding at least five per cent. of the postissue capital or any entity (individual or non-individual) forming part of promoter group other than the promoter(s), as applicable, for a period of at least one year prior to the filing of the draft offer document and such fully paid-up compulsorily convertible securities are converted or exchanged into equity shares prior to the filing of the offer document (i.e., red herring prospectus in case of a book built issue and prospectus in case of a fixed price issue), provided that full disclosures of the terms of conversion or exchange are made in such draft offer document”
• Regulation 38 which states “Security deposit” shall be omitted
• Regulation 176 which states “Pricing” the following sub-regulation shall be inserted namely: -
“(5) The effect on the price of the equity shares of the issuer due to material price movement and confirmation of reported event or information may be excluded as per the framework specified under sub-regulation (11) of regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 for calculation of the issue price under this regulation.”
[Notification No. SEBI/LAD-NRO/GN/2024/178]
