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Securities and Exchange Board of India (Issue and Listing of Debt Securities) (Amendment) Regulations, 2012

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.... following new sub-regulation shall be inserted, namely,- "(3) Where the issuer has disclosed the intention to seek listing of debt securities issued on private placement basis the issuer shall forward the listing application along with the disclosures specified in Schedule I to the recognized stock exchange within fifteen days from the date of allotment of such debt securities." ii. In regulation 21, after the words "shall make disclosures" and before the words "as specified in Schedule I", the words "in a disclosure document" shall be inserted. iii. After regulation 21, the following new regulation shall be inserted, namely,- "Filing of Shelf Disclosure Document. 21 A. (1) An issuer making a private placement of debt securities and seeking listing thereof on a recognised stock exchange may file a Shelf Disclosure Document containing disclosures as provided in Schedule I. (2) An issuer filing a Shelf Disclosure Document under sub-regulation (1), shall not be required to file disclosure document, while making subsequent private placement of debt securities for a period of 180 days from the date of filing of the shelf disclosure document: Provided that the issue....

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....) and auditor qualifications, if any. E. An undertaking to the effect that the Issuer would, till the redemption of the debt securities, submit the details mentioned in point (D) above to the Trustee within the timelines as mentioned in Simplified Listing Agreement issued by SEBI vide circular No. SEBI/IMD/BOND/1/2009/1 1/05 dated May 11, 2009 as amended from time to time, for furnishing / publishing its half yearly/ annual result. Further, the Issuer shall within 180 days from the end of the financial year, submit a copy of the latest annual report to the Trustee and the Trustee shall be obliged to share the details submitted under this clause with all 'Qualified Institutional Buyers' (QIBs) and other existing debenture-holders within two working days of their specific request. 3. The following disclosures shall be made where relevant: A. Issuer Information a. Name and address of the following:- i. Registered office of the Issuer ii. Corporate office of the Issuer iii. Compliance officer of the Issuer iv. CFO of the Issuer v. Arrangers, if any, of the instrument vi. Trustee of the issue vii. Registrar of th....

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....sp;     - Current Maturities of    Long Term Borrowing         Net Fixed Assets         Non Current Assets         Cash and Cash Equivalents         Current Investments         Current Assets         Current Liabilities         Assets Under Management         Off Balance Sheet Assets         Interest Income         Interest Expense         Provisioning & Write-offs         PAT         Gross NPA (%)         Net NPA (%)         Tier I Capital Adequacy Ratio (%)         Tier II Capital Adequacy Ratio (%)         Gross Debt: Equity Ratio of the Company:- Before the is....

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.... defaulter list and/or ECGC default list, if any.  ii.  Details of change in directors since last three years:- Name, Designation and DIN Date of Appointment / Resignation Director of the Company since (in case of resignation) Remarks          f.  Following details regarding the auditors of the Company:-  i.  Details of the auditor of the Company:- Name Address Auditor since  ii.  Details of change in auditor since last three years:- Name Address Date of Appointment / Resignation Auditor of the Company since (in case of resignation) Remarks            g.  Details of borrowings of the Company, as on the latest quarter end:-  i.  Details of Secured Loan Facilities :- Lender's Name Type of Facility Amt Sanctioned Principal Amt outstanding Repayment Date / Schedule Security              ii.  Details of Unsecured Loan Facilities:- Lender's Name Type of Facility Amt Sanctioned Principal Amt outstanding ....

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....p;         i.  Abridged version of Audited Consolidated (wherever available) and Standalone Financial Information ( like Profit & Loss statement, Balance Sheet and Cash Flow statement) for at least last three years and auditor qualifications, if any. * j.  Abridged version of Latest Audited / Limited Review Half Yearly Consolidated (wherever available) and Standalone Financial Information (like Profit & Loss statement, and Balance Sheet) and auditors qualifications, if any. * k.  Any material event/ development or change having implications on the financials/credit quality (e.g. any material regulatory proceedings against the Issuer/promoters, tax litigations resulting in material liabilities, corporate restructuring event etc) at the time of issue which may affect the issue or the investor's decision to invest / continue to invest in the debt securities. l.  The names of the debenture trustee(s) shall be mentioned with statement to the effect that debenture trustee(s) has given his consent to the Issuer for his appointment under regulation 4 (4) and in all the subsequent periodical communications sent to the holde....

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....ate^1   Coupon Payment Frequency   Coupon payment dates Dates on which coupon will be paid. Coupon Type Fixed, floating or other coupon structure. Coupon Reset Process (including rates, spread, effective date, interest rate cap and floor etc).   Day Count Basis Actual/Actual Interest on Application Money   Default Interest Rate   Tenor - Months from the Deemed Date of Allotment Redemption Date Dates on which Principal will be repaid. Redemption Amount   Redemption Premium/Discount   Issue Price The price at which bond is issued Discount at which security is issued and the effective yield as a result of such discount.   Put option Date   Put option Price   Call Option Date   Call Option Price   Put Notification Time Timelines by which the investor need to intimate Issuer before exercising the put option. Call Notification Time Timelines by which the Issuer need to intimate investor before exercising the call option. Face Value Rs. 10 lakhs per instrument for all the issues Minimum Application and in ....