Listing of depository receipts offered publicly is permitted only where the offer receives minimum subscription of USD seven hundred thousand or another amount specified by the Authority.

Initial public offers of depository receipts are subject to a defined offer-period requirement. The offering window must remain open for not less than one working day and must close within ten working days. This establishes both the minimum availability period and the maximum duration for which the offer may remain open.

Pricing of depository receipts in a public offer may be determined by the issuer in consultation with the lead manager or lead managers. The issuer may select either a fixed price method or a book building process to establish the offer price, with both mechanisms available as permissible pricing routes.

Offer documents for public offers of depository receipts must contain material, true, correct and adequate disclosures for informed investment decisions. Issuers must disclose their materiality policy where applicable and update material information arising after filing and before listing. Lead managers must conduct due diligence on the materiality, truthfulness and adequacy of disclosures. Required matters include issue details, underlying securities, issuer information, financial statements, material litigation and regulatory approvals. Audited financial information generally covers three financial years, and non-IFRS, non-US GAAP and non-Ind AS statements require IFRS reconciliation.

Regulation 60 requires a draft offer document for a public offer of depository receipts to be filed in the same prescribed manner as an offer document for an initial public offer under Part A of Chapter III. The initial-public-offer filing framework consequently applies to draft offer documents for such public offers.

Interest on the refund of amounts deposited under protest during a customs investigation depends on the legal character of the payment, rather than its later appropriation towards a differential-duty demand. An amount paid pending investigation does not become a statutory appellate pre-deposit merely because part of the overall payment is treated as a pre-deposit for appeal purposes. The rate fixed at 6% for Section 129EE is confined to amounts deposited under Section 129E, while an investigation deposit requires assessment under the applicable refund framework and binding jurisdictional precedent.

Regulation 59 requires a public issue of depository receipts under Part B to meet a minimum offer size of USD 700,000. Another amount may apply where specified by the Authority. The provision imposes a mandatory issue-size condition for each public offer of depository receipts, while permitting regulatory revision of the applicable minimum threshold.

Depository receipt issuance by an issuer incorporated outside an IFSC is permitted only where the issuer is authorised under applicable laws of its home jurisdiction to issue such receipts. The underlying securities represented by the depository receipts must be held in dematerialised form, be fully paid, and remain free from all encumbrances.

Listed entities may undertake rights issues, preferential issues or qualified institutions placements of specified securities, subject to compliance with requirements specified by the Authority.

Post-business-combination listing requires the resultant entity to immediately disclose completed transaction details and meet listing eligibility criteria within one hundred and eighty days to continue listing. It must also comply with applicable listing obligations and continuous disclosure requirements. Shareholdings of SPAC sponsors, controlling shareholders, directors and key managerial personnel are subject to a one-year lock-up from the closing of the business combination.

Regulation 55 applies the continuous disclosure requirements specified for listed entities under Chapter XII to listed special purpose acquisition companies on a mutatis mutandis basis. Listed SPACs are consequently subject to the Chapter XII continuous disclosure framework. The applicable requirements operate for SPACs with necessary adaptations, and disclosure duties applicable to listed entities govern listed SPACs in their corresponding context.

SPACs must keep IPO proceeds in an interest-bearing escrow account controlled by an independent custodian until completion of the business combination. Shareholders' approval and a detailed prospectus are required for the proposed combination, with prior approval from a majority of non-sponsor shareholders. Non-sponsor shareholders voting against the combination have redemption rights over their pro rata share of escrowed funds, net of taxes. Failure to complete the combination within the disclosed period results in liquidation of the escrow account and delisting of specified securities.

Initial public offers for Special Purpose Acquisition Companies are subject, mutatis mutandis, to the Initial Public Offer framework governing listing, post-issue reports, lead-manager responsibilities and prohibition on payment of incentives. Applicable requirements under Part A of Chapter III are thereby incorporated into the SPAC offering regime with necessary contextual adaptation.

SPAC initial public offerings require a minimum application size of USD one hundred thousand. Investor allotments may follow a proportionate or discretionary basis if disclosed in the offer document. Issuers and lead managers must complete specified securities allotment and all payments and refunds for participating investors within five working days from the closing date of the issue, in accordance with the disclosed allocation basis.

A public issue of specified securities may be underwritten where underwriting arrangements are adequately disclosed in the offer document. At least fifty per cent of the underwriting commission must be deferred until successful completion of the business combination and deposited in an escrow account. On liquidation, the underwriter has no entitlement to the deferred commission held in escrow.

Initial public offers by Special Purpose Acquisition Companies must remain open for at least one working day and no more than ten working days.

Issues involving the listing of special purpose acquisition companies must use a fixed price mechanism. The issuer must determine the issue price in consultation with the lead manager or lead managers. Issuer-led price determination therefore requires lead-manager consultation as a mandatory element of fixing the price for the relevant listing issue.

SPAC listing issue-size requirements prescribe a minimum public issue size of USD fifty million, subject to any different amount specified by the Authority. Sponsor shareholding must constitute at least fifteen per cent and no more than twenty per cent of post-issue paid-up capital. Before the IPO, sponsors must maintain aggregate subscription across all securities of USD ten million or at least two and a half per cent of issue size, whichever is lower, subject to an alternative threshold specified by the Authority.

SPAC offer documents must contain true, correct and adequate material information for informed investment decisions. Issuers must disclose their materiality policy where applicable and provide material information arising after filing and before listing. Lead managers must conduct due diligence on the materiality, veracity and adequacy of disclosures. Required matters include risk factors, capital structure, redemption and liquidation rights, issue details, sponsor information, business-combination parameters, financial statements, related-party transactions, material litigation, pending approvals, major group entities and other material information.

Offer timing for Special Purpose Acquisition Company listings requires the issuer to make the offer within twelve months from the Authority's issuance of observations. If the offer is not made within that period, a fresh draft offer document must be filed.