SEBI (Public Offer and Listing of Securitised Debt Instruments) (Amendment) Regulations, 2018

SEBI has released the SEBI (Public Offer and Listing of Securitised Debt Instruments) (Amendment) Regulations, 2018 (“Amendment Regulations”), vide notification dated June 26, 2018, by virtue of which SEBI (Public Offer and Listing of Securitised Debt Instruments) Regulations, 2008 (“Principal Regulations”) have been amended.

Some of the key amendments introduced by the Amendment Regulations are as follows:

  • The title of the regulations has been substituted and the regulation will now be called ‘SEBI (Issue and Listing of Securitised Debt Instruments and Security Receipts) Regulations, 2008’.
  • The definitions of ‘asset reconstruction company’, ‘issuer’, ‘offer for sale’, ‘private placement offer’, ‘qualified buyer’, ‘security receipt’, ‘valuer’ have been introduced.
  • The definitions of ‘investor’, ‘issue’, ‘offer document’, ‘scheme’ and ‘sponsor’ have been substituted.
  • Chapter VII A has been introduced in the Principal Regulations which enumerates the provisions of ‘Issuance and Listing of Security Receipts Eligibility’.
  • An Issuer proposing to issue and list security receipts or list its already issued security receipts is required to comply with the provisions of Chapter VII A.
  • Security receipts proposed to be listed are required to comply with the provisions of RBI and also comply with the provisions pertaining to issue of security receipts. The Security Receipts should be issued on a private placement basis.
  • Chapter VII A also prescribes the provisions for sale of security receipts by the existing holders, conditions for listing of security receipts, offer document, valuation, rating and net asset value disclosure and trading of security receipts.
  • Schedule VA has been introduced in the Principal Regulations which prescribes the provisions for ‘Disclosures to be made in the Offer Document’ which states that the offer document should contain all material information which shall be true and adequate so as to enable the investors to make informed decisions on the investment in the issue. The disclosures will be part of the objects of the issue in the offer document and should include the details prescribed in the Schedule VA.