Preferential issue pricing: market-average floor and lock-in, with prescribed procedural disclosures and compliance requirements. Preferential private placements by listed companies of equity, convertible debentures, warrants or similar instruments must follow prescribed pricing floors tied to market averages around a specified relevant date, with recomputation rules for recently listed companies; pricing for warrants and conversions follows the same method and relevant date must be specified. Convertible instruments have an eighteen-month maximum tenor. Issued instruments and resultant shares are subject to lock-in regimes-longer for promoters and one-year for other allottees-with transfer allowed subject to continuation of lock-in and takeover compliance. Allotment timing, auditors' certification, explanatory disclosures, valuation for non-cash consideration and balance-sheet disclosure of utilisation of proceeds are mandated.