THE GAZETTE OF INDIA
EXTRAORDINARY
PART – III – SECTION 4
PUBLISHED BY AUTHORITY
NEW DELHI, JUNE 12, 2013
SECURITIES AND EXCHANGE BOARD OF INDIA
NOTIFICATION
Mumbai, the12thJune, 2013

SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE AND LISTING OF
NON-CONVERTIBLE REDEEMABLE PREFERENCE SHARES)
REGULATIONS, 2013

No. LAD-NRO/GN/2013-14/11/6063.-In exercise of the powers conferred by sub-section (1) of Section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Securities and Exchange Board of India hereby, makes the following regulations, namely, —

CHAPTER I
PRELIMINARY

Short title and commencement.

1. (1) These regulations may be called the Securities and Exchange Board of India (Issue and Listing of Non-Convertible Redeemable Preference Shares) Regulations, 2013.

(2) They shall come into force on the date of their publication in the Official Gazette.

Definitions

2. (1) In these regulations unless the context otherwise requires, the terms defined herein shall bear the meanings assigned to them below, and their cognate expressions shall be construed accordingly,–

(a) “abridged prospectus” shall have the same meaning assigned to it in or under sub-section (1) of Section 2 of the Companies Act, 1956and shall contain such additional disclosures as specified by Board from time to time;

(b) ―Act‖ means the Securities and Exchange Board of India Act, 1992;

(c) “advertisement” includes notices, brochures, pamphlets, circulars, show cards, catalogues, hoardings, placards, posters, insertions in newspaper, pictures, films, cover pages of offer documents or any other print medium, radio, television programmes through any electronic medium;

(d) “bank” includes any bank included in the Second Schedule to the Reserve
Bank of India Act, 1934;

(e) ―Board‖ means the Securities and Exchange Board of India established under provisions of Section 3 of Act;

(f) ―book building‖ means a process undertaken prior to filing of prospectus with the Registrar of Companies by means of circulation of a notice, circular, advertisement or other document by which the demand for the non-convertible redeemable preference shares proposed to be issued by an issuer is elicited and the price and quantity of such securities is assessed;

(g) “designated stock exchange” means a stock exchange in which securities of the issuer are listed or proposed to be listed and which is chosen by the issuer for the purpose of a particular issue under these regulations;

(h) “innovative perpetual debt instrument” means an innovative perpetual debt instrument issued by a bank in accordance with the guidelines framed by the Reserve Bank of India;

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