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SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2018
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Issue of Capital and Disclosure Requirements: SEBI regulations notified, commencing sixty days after Gazette publication to govern capital issuance.
The Securities and Exchange Board of India notified the Issue of Capital and Disclosure Requirements Regulations, 2018, enacted under its statutory powers, and provided that the Regulations shall come into force on the sixtieth day after their publication in the Official Gazette, with the notification signed by the Chairman.
SECURITIES AND EXCHANGE BOARD OF INDIA (SUBSTANTIAL ACQUISITION OF SHARES AND TAKEOVERS) (SECOND AMENDMENT) REGULATIONS, 2018
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Fugitive economic offender barred from making or participating in open or competing acquisition offers or related transactions.
The amendments add fugitive economic offender as a disqualifying category and bar such persons from announcing or participating in open or competing offers or acquiring shares, voting rights or control. They tighten delisting-related open offer procedure by requiring an acquirer, on delisting offer failure, to file a draft letter of offer within five working days and comply with open offer provisions, with the offer price enhanced by a prescribed annual rate between scheduled and actual payment dates. Timelines and terminology are updated and electronic dispatch of letters of offer is permitted.
Jurisdiction as Special Court
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Jurisdiction as Special Court: specified existing courts designated to exercise securities and depositories statute jurisdiction.
Designation of specified existing trial courts as Special Courts empowers them to exercise jurisdiction under the Securities and Exchange Board of India Act, the Securities Contracts (Regulation) Act and the Depositories Act within their respective states and union territory, following concurrence of the respective High Court Chief Justices and noting a substitution amending the Jammu and Kashmir entry.
Securities Contracts (Regulation) (Second Amendment) Rules, 2018.
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Public shareholding requirement mandates listed public sector firms to restore minimum public stake within a prescribed timeline under SEBI rules.
Amendment to rule 19A requires every listed public sector company with public shareholding below twenty five per cent at commencement to increase its public shareholding to at least twenty five per cent within two years from commencement in the manner specified by SEBI. It also requires any listed public sector company whose public shareholding falls below twenty five per cent after commencement to restore public shareholding to at least twenty five per cent within two years from such fall, in the manner specified by SEBI.
Grant of recognition under Regulation 4 of the Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) Regulations, 2012
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Recognition under Regulation 4: clearing corporation authorised for a limited term subject to SEBI compliance conditions.
Grant of recognition under Regulation 4 to Multi Commodity Exchange Clearing Corporation Limited for a limited one-year term, issued under powers conferred by the Securities Contracts (Regulation) Act, and made expressly subject to compliance with conditions specified by SEBI and any additional conditions that may be prescribed or imposed subsequently.
Securities and Exchange Board of India (Stock Brokers and Sub-Brokers) (Second Amendment) Regulations, 2018.
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Removal of sub broker provisions streamlines stock broker regulations by omitting specified chapters, clauses and forms.
Amendment omits all references to sub-brokers and subbroker language from the principal stock-brokers regulations, deletes Chapter III, removes specified clauses (including parts of Regulation 2(1), Regulation 17(1), Regulation 18B, Regulation 26(xiv), Schedule III clause II) and excises Form B, Form C and Form CA from Schedule I, together with certain return related text in Schedule II; Regulation 27 is amended to delete qualifying words and the phrase "or sub-broker", effecting a streamlined regulatory scope focused solely on stock brokers.
Central Government appoints Shri Anant Barua, Executive Director, Securities and Exchange Board of India, for a period of 3 years
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Appointment of Whole Time Member: Shri Anant Barua appointed for a fixed term, subject to resignation and age limit.
The Central Government appoints Shri Anant Barua to the post of Whole Time Member on immediate absorption, subject to his resignation from the existing post. The appointment is for three years from assumption of charge, but will terminate earlier on attaining the age of sixty-five years or upon further orders. The post carries pay equivalent to that admissible to an Additional Secretary to the Government of India or a consolidated monthly salary specified in the notification.
Securities Contracts (Regulation) (Amendment) Rules, 2018.
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Public shareholding obligations require restoration to prescribed minimums within SEBI specified timelines after insolvency resolution.
The amendment adds a rule requiring listed companies whose public shareholding falls below 25 per cent due to implementation of an Insolvency and Bankruptcy Code resolution plan to restore public shareholding to 25 per cent within three years, and where public shareholding falls below 10 per cent to raise it to at least 10 per cent within eighteen months, by means specified by the Securities and Exchange Board of India.
Securities and Exchange Board of India (Public Offer and Listing of Securitised Debt Instruments) (Amendment) Regulations, 2018
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Listing of security receipts now permitted under a private placement regime with valuation, rating, and NAV disclosure requirements.
The amendments permit issuance and listing of security receipts issued by trusts set up by asset reconstruction companies on a private placement basis to qualified buyers, subject to Reserve Bank guidelines, independent valuation prior to listing, credit rating, dematerialisation, prescribed disclosures in the offer document, compliance with listing obligations, and specified trading, reporting and NAV disclosure requirements, including periodic valuation and rating-based NAV disclosure.
Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) (Amendment) Regulations, 2018
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Registrar registration requirement increased: numeric threshold in key provisions raised, altering regulatory eligibility conditions.
Regulatory amendment substitutes the word three with the word eight in two operative provisions of the registrars to an issue and share transfer agents regulations, thereby raising the numeric requirement set by those provisions. The amendment is promulgated under the Board's rulemaking authority and comes into force on publication in the Official Gazette; the instrument further records prior amendments to the principal regulations.
Securities and Exchange Board of India (Bankers to an Issue) (Amendment) Regulations, 2018
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Amendment to Bankers to an Issue Regulations increases required bankers for an issue, affecting eligibility and compliance.
The Regulations amend the Securities and Exchange Board of India (Bankers to an Issue) Regulations, 1994 by substituting the word "three" with "eight" in sub-regulation 3 of regulation 12, thereby increasing the numeric threshold in that provision; the amendment is enacted under section 30 of the SEBI Act and comes into force on publication in the Official Gazette.
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018.
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Corporate governance requirements strengthen board composition, director independence, disclosure and related-party transaction controls under amended listing regulations.
Amendments impose enhanced corporate governance requirements: revised related-party definition treating significant promoter-group holders as related parties; strengthened independent director criteria, age limits and female director mandates for top listed entities; caps on maximum directorships; mandatory secretarial audits for material unlisted subsidiaries; stricter related-party transaction disclosures and materiality thresholds; enhanced committee composition, quorum and meeting frequency rules; expanded financial reporting, audit and annual report disclosure obligations; and shareholder approval thresholds for large director remuneration.
Securities and Exchange Board of India (Foreign Portfolio Investors) (Second Amendment) Regulations, 2018
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Regulatory amendment broadens eligible instruments by replacing "equity shares" with "the securities" in FPI rules.
The amendment replaces the words "equity shares" with "the securities" in a specified clause of the Foreign Portfolio Investors Regulations, thereby broadening the terminology of the eligible instruments in that provision. The regulation takes effect on publication in the Official Gazette and is promulgated as a second amendment within the ongoing sequence of amendments to the Foreign Portfolio Investors regulatory framework.
Securities and Exchange Board of India (Terms and Conditions of Service of Chairman and Members) Amendment Rules, 2018
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Pay options for SEBI chair and members allow government pay or consolidated salary; retirees' pay reduced by pension.
Amendment to rule 4 permits the Chairman and Whole Time Members to elect government pay (Secretary/Addl. Secretary scale) or a consolidated salary determined by the Central Government, effective from such date as ordered; where an appointee is a government retiree receiving pension or other retirement benefits, pay and allowances shall be reduced by the gross pension and pension-equivalent of gratuity, employer CPF contributions, or other retirement benefits drawn or receivable.
Securities and Exchange Board of India (Stock Brokers and Sub-Brokers) (Amendment) Regulations, 2018
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Turnover computation for options contracts now counts premium traded and notional value upon exercise or assignment.
Turnover for commodity derivatives options shall be computed on the basis of premium traded for option contracts; where an option is exercised or assigned, turnover shall additionally be computed on the basis of the notional value of option contracts exercised or assigned. This clarification is introduced as an additional explanation in Schedule V, Part B, clause 3(1) of the principal regulations and is given retrospective effect from June 13, 2017.
Securities and Exchange Board of India (Mutual Funds) (Amendment) Regulations, 2018.
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Mutual fund shareholding limits bar sponsors and large shareholders from cross-holding or board seats in other fund managers.
Regulation 7B establishes shareholding and governance norms prohibiting sponsors, associates or group companies, including an asset management company, from holding substantive stake or voting rights in, or having board representation on, the AMC or trustee company of any other mutual fund; similarly, any shareholder holding such stake in an AMC or trustee company of a mutual fund is barred from holding equivalent stakes or board representation in another fund's AMC or trustee. Non-conforming persons must comply within one year. The Seventh Schedule proviso confirms investments in AMCs or trustee companies are governed by the clause addressing the shareholding prohibition.

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