The following key decisions have been taken in the SEBI’s Board Meeting on 30-09-2022.

Key points:

  • Introduction of Regulatory Framework to facilitate Online Bond Platform Providers and reduction in the face value of listed privately placed debt securities.
The Board approved the following proposals:
(i) To register Online Bond Platform Providers with SEBI as Stock Brokers under the debt segment of the Stock Exchanges;
(ii) To issue a procedural circular detailing the specifics and mechanics of the operations of the online bond platform providers; and
(iii) To reduce the face value of listed privately placed debt securities.
  • Disclosure of Key Performance Indicators (KPIs) and price per share of issuer, in Public Issues, based on past transactions and past fund raising from the investors
Issuer shall disclose details of pricing of shares based on past transactions and past fund raising from investors by issuer prior to IPO as under:
(i) Disclose price per share of Issuer Company based on primary / new issue of shares and based on secondary sale / acquisition of shares, during the 18 months period prior to IPO.
(ii) In case there are no such transactions during the 18 months period prior to IPO, then information shall be disclosed for price per share of Issuer Company based on last five primary or secondary transactions, not older than three years prior to IPO.
(iii) Disclose weighted average cost of acquisition (WACA) based on primary/ secondary transaction(s) and IPO floor price and cap price being [●] times the WACA in the offer document and in the Price Band Advertisement.
(iv) Committee of Independent Directors shall recommend that the price band is justified based on quantitative factors / KPIs vis-à- vis the WACA of primary issuance / secondary transaction(s).
  • Amendment to Mutual Funds Regulations to facilitate faster payout of redemptions and dividends to unitholders
The Board approved amendment to SEBI (Mutual Funds) Regulations, 1996 to facilitate faster payout of redemption and dividend to unitholders by AMCs from existing 10 working days and 15 days respectively to such period as may be specified by SEBI from time to time, proposed as 3 working days and 7 working days.
  • Net settlement of cash segment and F&O segment upon expiry of stock derivatives to facilitate efficient settlement
The Board was apprised of the proposed net settlement framework wherein the obligations arising out of cash segment settlement and physical settlement of F&O segment, upon expiry of stock derivatives, shall be settled on net basis, as against the current approach of settling such obligations separately.
  • Introduction of pre-filing of offer document as an optional alternative mechanism for the purpose of Initial Public Offer on the Main Board of Stock Exchanges. The Board approved the proposal to introduce pre- filing of offer document as an optional alternative mechanism for the purpose of Initial Public Offer on the Main Board of Stock Exchanges.
Pre-filing mechanism allows issuers to carry out limited interaction without having to make any sensitive information public. Further the document which incorporates SEBI’s initial observations would be available to investors for a period of at least 21 days, thereby, assisting them better in their investment decision making process. The existing mechanism of processing offer document shall continue in addition to this alternative mechanism of pre-filing.
  • Flexibility in approval process for appointment and / or removal of Independent Directors-Amendments to the SEBI (LODR) Regulations
  • Amendments to SEBI (Real Estate Investment Trusts) Regulations, 2014 to allow reduction in minimum holding by sponsor.
  • Amendments to SEBI (Infrastructure Investment Trusts) Regulations, 2014 relating to unlisted InvITs.
  • Amendment to SEBI (Alternative Investment Funds) Regulations, 2012 to facilitate clarity in tenure of AIF schemes and requirements for change in manager/ sponsor.
  • Review of the existing framework for Offer for Sale (OFS) of Shares through Stock Exchange Mechanism to facilitate greater flexibility in the process.
  • Monitoring of utilization of issue proceeds raised through Preferential Issue and Qualified Institutions Placement (QIP) issue, in terms of SEBI (ICDR) Regulations, 2018.
  • Amendment to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 in the context of schemes of arrangement.
  • Amendment to SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (“Takeover Regulations”) in the context of strategic disinvestment of PSUs and consideration payable under open offer.
  • Inclusion of units of Mutual Funds under the SEBI (Prohibition of Insider Trading) Regulations, 2015.
  • Amendments to Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) Regulations, 2018 for orderly winding down of Clearing Corporations.

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