THE GAZETTE OF INDIA
EXTRAORDINARY
PART – III – SECTION 4
PUBLISHED BY AUTHORITY
NEW DELHI APRIL 9, 2015
SECURITIES AND EXCHANGE BOARD OF INDIA
NOTIFICATION
Mumbai, the 9th April, 2015
SECURITIES AND EXCHANGE BOARD OF INDIA (PUBLIC OFFER AND
LISTING OF SECURITISED DEBT INSTRUMENTS) (AMENDMENT)
REGULATIONS, 2015
No. SEBI-NRO/OIAE/GN/2015-16/001.-In exercise of the powers conferred by section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Board hereby makes the following Regulations to further amend the Securities and Exchange Board of India (Public Offer and Listing of Securitised Debt Instruments) Regulations, 2008, namely:─
1. These Regulations may be called the Securities and Exchange Board of India (Public Offer and Listing of Securitised Debt Instruments) (Amendment) Regulations, 2015.
2. They shall come into force on the date of their publication in the Official Gazette.
3. In the Securities and Exchange Board of India (Public Offer and Listing of Securitised Debt Instruments) Regulations, 2008, ─
(i) in regulation 4,-
(a) in sub-regulation (2), after clause (d), the following shall be inserted, namely:-
“(e) any scheduled commercial bank other than a regional rural bank;
(f) any public financial Institution as defined under clause (72) of section 2 of the Companies Act, 2013; and
(g) any other person as may be specified by Board.”
(b) after sub-regulation (2), following sub-regulation shall be inserted, namely:-
“(2A) An applicant seeking registration to act as a trustee shall,-
(a) have a networth of not less than two crore rupees.
Explanation.─ For the purposes of this regulation, “networth” means the aggregate value of paid up share capital plus free reserves (excluding reserves created out of revaluation) reduced by the aggregate value of accumulated losses and deferred expenditure not written off;
(b) have in its employment a minimum of two persons who, between them, have atleast five years experience in activities related to securitisation and atleast one among them shall have a professional qualification in law from any university or institution recognised by the Central Government or any State Government or a foreign university:
Provided that the above-said requirements are not applicable on the National Housing Bank established by the National Housing Bank Act, 1987 and National Bank for Agriculture and Rural Development established by the National Bank for Agriculture and Rural Development Act, 1981 (61 of 1981).”
(ii) in regulation 11, after sub-regulation (2), the following sub-regulation shall be inserted, namely:-
“(3) A trustee shall,-
(a) supervise the implementation of the covenants regarding creation of security for the securitised debt instruments;
(b) do such acts as are necessary in the event the security becomes enforceable and supervise the enforcement of the security in the interest of the investors;
(c) carry out such acts as are necessary for resolving the grievances of the investors and for the protection of interest of the investors;
(d) ensure on a continuous basis that the trust property of a particular scheme/tranche is available at all times to pay the securitised debt instruments holders of that particular scheme/tranche;
(e) exercise due diligence to ensure compliance by the originators, with the listing agreements (if applicable), the trust deed or any other transaction document and if the originator is a banking company or non-banking financial company as defined in the Reserve Bank of India Act, 1934, trustee shall ensure that it has complied with the guidelines prescribed for securitisation by Reserve Bank of India;
(f) take appropriate measures for protecting the interest of the investors including informing the board about any action, legal proceeding, etc., initiated against it in respect of any material breach or noncompliance by it, of any law, rules, regulations, directions of the Board or of any other regulatory body;
(g) ensure that the securitised debt instruments have been repaid or redeemed in accordance with the provisions and conditions under which they were offered to the investors;
(h) call for periodic reports from the originator regarding the performance of the underlying asset pool, atleast on quarterly basis;
(i) communicate to the investors regarding the compliance by the servicer with its obligations and the actions taken thereof, atleast on quarterly basis;
(j) obtain a certificate from the auditor(s) of originator regarding the disclosures of underlying asset pool assigned to the securitisation trust, as made by the originator, on quarterly basis;
(k) share such reports and auditors certificate as received from the originator or the auditor(s) of originator, with the credit rating agency which is rating the securitised debt instrument;
(l) call a meeting of all the investors on a requisition, in writing signed by at least one-tenth of investors in value for the time being outstanding or at the occurrence of an event, which constitutes a
