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On review of the promoters hooding in demat form it has been observed that there has been improved compliance to the above circular and the companies/promoters have started the process of converting their physical holdings in dematerialized form. At the same time representations have been received from large number of companies as well as various industry bodies regarding practical difficulties being faced in dematerializing promoters holding and seeking exemptions/extension in complying with the provisions.
SEBI had prescribed initial and continuous disclosure norms applicable to issue and listing of debt securities through the Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 and the Simplified Listing Agreement for Debt Securities.
As a green initiative, it has been decided to reduce the number of copies of offer documents being submitted to SEBI. Also, considering the availability of the soft copies of the offer documents in the websites of SEBI and the concerned merchant bankers, it is hereby prescribed as under.
Schedule VI, Form A, para (16) of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 provides that ‘Price Information of Past Issues handled by Merchant Bankers (who are responsible for pricing this issue)’ should be enclosed along-with Due Diligence certificate submitted to the Board. The format for disclosure of Price Information of Past Issues handled by Merchant Bankers is given at Annexure.
SEBI has reviewed the structure, design, format, contents and order of information of Application-Cum-Bidding-Form to make it investor friendly and also to ensure uniformity in bidding and accuracy. The form has been standardized and it has been decided that henceforth there would only be a single form for ASBA and Non-ASBA applicants. It has also been decided that the Application-Cum-Bidding Form (accompanied with abridged prospectus) would be printed in a booklet form of A4 size paper.
requently traded shares‖ means shares of a target company, in which the traded turnover on any stock exchange during the twelve calendar months preceding the calendar month in which the public announcement is made, is at least ten per cent of the total number of shares of such class of the target company.
NOTIFICATION NO. LAD-NRO/GN/2011-12/25/30309 These Regulations may be called the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) (Second Amendment) Regulations, 2011.
Substantial acquisition of shares or voting rights- (1) No acquirer shall acquire shares or voting rights in a target company which taken together with shares or voting rights, if any, held by him and by persons acting in concert with him in such target company, entitle them to exercise twenty-five per cent or more of the voting rights in such target company unless the acquirer makes a public announcement of an open offer for acquiring shares of such target company in accordance with these regulations.
Consequential amendments to be carried out in Clause 35 of the Listing Agreement, pursuant to SAST Regulations 2011 are given in Annexure – 1 to this circular. Stock Exchanges are advised to carry out the said amendments in their Listing Agreement and confirm compliance of the same in the next monthly development report.
The Depositories shall: a) put in place a suitable mechanism to follow up with the DPs, wherever necessary; b) devise a system to levy penalty on DPs for any non-compliance with the requirements specified in para 3 above; c) update the status of the complaints in SCORES, at every stage, along with supporting documents; and d) ensure that the status of investor complaints disclosed on their websites is in conformity with the status updated in SCORES.
