63. The initial public offer of depository receipts shall be kept open for at least one working day and not more than ten working days. =============... ... ...

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.

61. (1) The offer document shall contain all material disclosures which are true, correct and adequate to enable the investors to take an informed investment decision. (2) For the purpose of 'materiality' of disclosure under this regulation, the issuer shall provide the details of its 'materiality policy', wherever applicable, in the offer document and ensure the disclosure of all material information post filing of offer document and prior to listing. (3) The lead manager(s) shall exe... ... ...

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.

This is a neutral professional article. The judgment is analysed in the context of its factual background, issues framed, and conclusions reached by the Court. 2026 (7) TMI 1565 - CESTAT KOLKATA 1. At a Glance The central question is the rate of interest payable where an amount deposited during a customs investigation is refunded after the demand for which it was retained does not survive. In 2026 (7) TMI 1565 - CESTAT KOLKATA, the Tribunal held that the assessee was entitled to interes... ... ...

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.

Initial public offers by Special Purpose Acquisition Companies (SPACs) must follow, with necessary modifications, the IPO requirements under Part A of Chapter III. These include appointing a lead manager, obtaining in-principle approval from recognised stock exchange(s), and filing the offer document.