TaxTMI 
TaxTMI 
Base Issue Size, Minimum Subscription, Retention of Over-Subscription Limit and further disclosures in the Prospectus for Public Issue of Debt securities
X X X X Extracts X X X X
X X X X Extracts X X X X
....llotment shall be made of any share capital of a company, offered to the public for subscription, unless the amount stated in the prospectus as the minimum amount has been subscribed. As per Schedule II to the Companies Act, 1956, the issuer is required to make a declaration about refund of the issue, if minimum subscription of 90% of the issue size is not received. b) However, for public issue of non-convertible debentures (NCDs), no such requirement is specified under Companies Act, 1956. Further, as per Regulation 12 of SEBI (Issue and Listing of Debt Securities) Regulations, 2008 (SEBI ILDS Regulations), the issuer may decide the amount of minimum subscription, which it seeks to raise from public through issue of NCDs and discl....
X X X X Extracts X X X X
X X X X Extracts X X X X
.... 100% of the Base Issue size or any lower limit as specified in the offer document. However, for the issuers filing a shelf prospectus, they can retain oversubscription up to the rated size, as specified in their Shelf Prospectus. c) The issuers of tax free bonds, who have not filed Shelf Prospectus, the limit for retaining the oversubscription shall be the amount, which they are authorised by CBDT to raise in a year or any lower limit, subject to the same being specified in the offer document. 4. Further disclosures in the prospectus for Debt Issues: I. "Objects of the issue" a) As per Schedule I of SEBI ILDS Regulations, companies making public issue of NCDs need to specify the "Object of the issue" in the offer do....
X X X X Extracts X X X X
X X X X Extracts X X X X
....ssification of loans/advances given to according to type of loans, sectors, maturity profile (less than one year, 1-3 yrs, 3-5 yrs, 5-10 yrs, etc.), denomination (loans of value below Rs. 50 lakhs, Rs. 50 Lakhs - 1 Cr; Rs. 1 Cr- 5 Cr, Rs. 5 Cr- 25 Cr, Rs. 25 Cr.-100 Cr etc,), geographical classification of borrowers, etc.; iv. Details of top ten borrowers including their name, address, exposure etc; v. Details of top ten loans, overdue and classified as non-performing in accordance with RBI Guidelines, in terms of exposure to those entities. II. Disclosures in the offer document for public issue of NCDs: Issuers coming out with public issues of NCDs need to make disclosure in accordance with the disclosure requ....
X X X X Extracts X X X X
X X X X Extracts X X X X
....o ensure that the issuer discharges its responsibility adequately in this behalf and towards this purpose, the lead merchant banker _______________ has furnished to SEBI a due diligence certificate dated ______________ which reads as follows: (due diligence certificate submitted to the Board, as per Schedule II of SEBI ILDS Regulations, to be reproduced here)" ii. Provisions relating to fictitious applications iii. Declaration by board of directors that the underwriters, if any, have sufficient resources to discharge their respective obligations. iv. Reservation in the Issue, if any v. Utilization details regarding the Previous Issues of the issuer as well as the Group Companies vi. Bene....