ESG-labelled debt securities may be described as green, social or sustainability only where issuance proceeds are proposed to finance or refinance projects or assets aligned with recognised standards. Sustainability-linked debt securities must align with those standards or other qualifying criteria. Issuers must appoint an independent and suitably qualified external reviewer, with remuneration structured to prevent conflicts of interest, and must adequately disclose reviewer details in an easily accessible manner for investors.

ESG-labelled debt securities, including green, social, sustainability, sustainability-linked, and other specified ESG-labelled instruments, fall within Chapter X when listed or proposed for listing on a recognised stock exchange. The Chapter X requirements apply in addition to the requirements under Chapter IX.

A recognised stock exchange may relax certain debt-security listing requirements on an issuer's application, in accordance with its internal policy or guidelines. Exempt categories include supranational, multilateral and statutory institutions or agencies, entities with securities irrevocably guaranteed by a Sovereign, and other entities specified by the Authority.

Public issues of debt securities on recognised stock exchanges require the issuer to appoint a trustee, create a debenture redemption reserve, and comply with further requirements specified by the Authority or the recognised stock exchange. The framework covers trustee appointment, redemption-reserve creation, and additional issuance requirements.

Debt securities proposed for listing require the issuer to obtain a credit rating from an agency registered with the Authority or a regulator in a Foreign Jurisdiction. From 1 April 2025, or another specified date, at least one rating must be obtained from an Authority-registered agency. Details of ratings assigned to the debt securities must be disclosed in the applicable prospectus, shelf prospectus or information memorandum.

Private placement of listed debt securities requires the offer document to disclose the minimum subscription amount applicable to an investor. The requirement ensures that the minimum investment threshold for participation is stated in advance.

Initial disclosures for listed debt securities must be true, correct, material and adequate for informed investment decisions. Issuers must provide issuer-related and issue-related information, including risk factors, financial statements, management, material litigation and defaults, debt security details, proposed listing exchanges and use of proceeds. Additional exchange-specified information may be required. Pricing supplements must be submitted before admission to listing, and security or collateral details must be adequately disclosed. Exchanges may grant disclosure exemptions under internal policies or guidelines.

An issuer seeking to list debt securities on a recognised stock exchange must submit a listing application with the applicable offer document or information memorandum, in accordance with the exchange's specified requirements. The application must also be filed with the applicable regulatory fee, which is to be remitted to the Authority in the manner it specifies.

Debt securities may be listed by an issuer on a recognised stock exchange. Securities proposed for issuance and listing may be offered as a standalone issuance or through a series of issuances. A series may include a medium term note programme, allowing issuers to structure listed debt offerings either individually or under a programme-based issuance arrangement within the recognised exchange framework.

An issuer whose depository receipts are already listed in a jurisdiction outside IFSC may obtain a secondary listing without public offer on a recognised stock exchange. The issuer must file the listing application for that secondary listing in the form and manner specified by the recognised stock exchange or exchanges.

Listing of publicly offered depository receipts requires the issuer to list them on the recognised stock exchange or exchanges within the period specified by the relevant recognised stock exchange.

Depository receipt issuers and lead manager(s) must ensure timely completion of allotment following closure of a public issue. Allotment of depository receipts, associated payments, and any refunds must be completed within five working days from the issue's closing date. The obligation establishes a defined post-issue timetable for settling allotments, processing payments, and returning refundable amounts.

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.