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Corp. Laws / SEBI / IBC
Dated:- 22-9-2026
PTI
SEBI settled adjudication proceedings involving five Adani group companies concerning alleged non-disclosure of certain related-party transactions under listing regulations and the erstwhile listing agreement. The settlement also covered audit or limited-review reports signed by audit firms without valid peer-review certificates, with the entities collectively paying Rs 1.50 crore under the settlement terms.
Regulation 24 of the International Financial Services Centres Authority (Listing) Regulations, 2024
An issuer may appoint an eligible credit rating agency to monitor use of issue proceeds. If appointed, the monitoring agency's report must be publicly disseminated within forty-five days after each quarter ends, by uploading it to the issuer's website and submitting it to each recognised stock exchange where the issuer's specified securities are listed.
Regulation 23 of the International Financial Services Centres Authority (Listing) Regulations, 2024
Underwriting of an initial public offer of specified securities is permitted. Where an underwriter is engaged, the offer document must contain adequate disclosure of the underwriting arrangements, ensuring transparency regarding the issue structure.
Regulation 22 of the International Financial Services Centres Authority (Listing) Regulations, 2024
An issuer may offer a portion of an initial public offer for subscription by an anchor investor, subject to relevant offer-document disclosures. Required disclosures include the anchor investor's details, the proposed maximum allotment limit, any applicable lockup, and pricing.
Regulation 21 of the International Financial Services Centres Authority (Listing) Regulations, 2024
Minimum subscription disclosed in the offer document must be received for an initial public offer to be successful. The requirement is confined to fresh issues of specified securities and does not extend to the offer-for-sale component of a public offer.
Regulation 20 of the International Financial Services Centres Authority (Listing) Regulations, 2024
Companies incorporated in India, including within an IFSC, must comply with prescribed minimum public offer, public allotment and minimum public shareholding norms. Companies incorporated outside India must offer and allot at least ten per cent of post-issue capital to the public and continuously maintain public shareholding at that level.
Regulation 19 of the International Financial Services Centres Authority (Listing) Regulations, 2024
An issuer conducting an initial public offer must keep the offer open for at least one working day and not more than ten working days. If the issuer makes a simultaneous offer in another jurisdiction, the offer period may be the same as the period applicable in that jurisdiction.
Regulation 18 of the International Financial Services Centres Authority (Listing) Regulations, 2024
Initial public offer pricing must be determined by the issuer in consultation with the lead manager or managers through either a fixed-price process or a book-building process. The selected pricing method must be suitably disclosed in the offer document. Equity-share listings by public Indian companies additionally require compliance with Schedule XI of the Foreign Exchange Management (Non-debt Instruments) Rules, 2019.
Regulation 17 of the International Financial Services Centres Authority (Listing) Regulations, 2024
An issuer may reserve part of an initial public offer issue size for employees, directors, and shareholders, other than controlling shareholders, of its listed group entities. Such reservations must be suitably disclosed in the offer document.
Regulation 16 of the International Financial Services Centres Authority (Listing) Regulations, 2024
Offer documents must contain material, true, correct and adequate disclosures enabling informed investment decisions. Issuers must disclose their materiality policy where applicable and provide material information arising between filing and listing, while lead managers must conduct due diligence on disclosure materiality, veracity and adequacy. Required content includes risk factors, capital structure, issue particulars, issuer information, financial statements, material related-party transactions, litigation, approvals and other material disclosures. Audited financial information is required for the applicable period of existence and must be current, with prescribed accounting standards and IFRS reconciliation where required.
Regulation 15 of the International Financial Services Centres Authority (Listing) Regulations, 2024
Initial public offer timing requires an issuer to make the offer within twelve months after observations are issued. For a proposed issue of USD fifty million or below, the period runs from receipt of the offer document. If the offer is not made within the applicable period, a fresh draft offer document must be filed with the Authority and recognised stock exchange(s).
Regulation 14 of the International Financial Services Centres Authority (Listing) Regulations, 2024
For initial public offers, issuers must file a draft offer document and applicable fee through lead manager(s), who must also submit a due diligence certificate. For issues exceeding USD fifty million, the draft must be publicly hosted for seven working days for comments. Material comments and consequential proposed changes must be filed with the Authority. The issuer must implement any advised changes and file the updated offer document with the Authority and recognised stock exchange(s) before proceeding with the issue.
Regulation 13 of the International Financial Services Centres Authority (Listing) Regulations, 2024
In-principle approval for listing of specified securities requires the issuer to apply to a recognised stock exchange. Where applications are made to more than one recognised stock exchange, the issuer must select one as the designated stock exchange. The recognised stock exchange must grant in-principle approval or reject a complete application within fifteen days of receipt.
Regulation 12 of the International Financial Services Centres Authority (Listing) Regulations, 2024
Lead manager appointment is mandatory for an initial public offer. The issuer must appoint one or more lead managers to the issue and appoint other intermediaries in consultation with the lead manager or managers. Consultation with the lead manager is integral to selecting other intermediaries and supports the lead manager's coordinating role in the offering process.
Regulation 11 of the International Financial Services Centres Authority (Listing) Regulations, 2024
Offer for sale in an initial public offer requires specified securities to have been held by existing holders for at least one year before filing the draft offer document. For equity shares offered after conversion, the holding period combines the period for convertible securities or depository receipts and the resulting equity shares; conversion must be completed before filing, with full disclosure of its terms.
Regulation 10 of the International Financial Services Centres Authority (Listing) Regulations, 2024
Regulation 10 permits an issuer that has issued SR equity shares to undertake an initial public offer of its ordinary shares for listing on a recognised stock exchange. Eligibility depends on shareholder authorisation of the SR equity share issue through a resolution at a general meeting and on those shares having been held for at least three months before the draft offer document is filed.
Regulation 9 of the International Financial Services Centres Authority (Listing) Regulations, 2024
Initial public offer eligibility for specified securities requires an issuer to meet at least one financial or market-based alternative: operating revenue, pre-tax profit, post-issue market capitalisation, or other prescribed criteria. Revenue and profit are determined from consolidated audited accounts. The thresholds are separate eligibility routes rather than cumulative requirements, and the financial year follows the issuer's home-jurisdiction laws.
Regulation 8 of the International Financial Services Centres Authority (Listing) Regulations, 2024
Securities and other permitted financial products listed and traded on a recognised stock exchange must be denominated in a specified foreign currency. Specified foreign currency includes currencies listed in the First Schedule to the International Financial Services Centres Authority (Banking) Regulations, 2020, and any currency otherwise notified by the Authority. USD references mean equivalent amounts in the currency in which the securities are issued.
Regulation 7 of the International Financial Services Centres Authority (Listing) Regulations, 2024
Regulation 7 requires securities and other permitted financial products listed, or proposed for listing, on a recognised stock exchange to be freely transferable and held in dematerialised form. Free transferability and dematerialised holding apply across the recognised stock exchange listing framework. Debt securities and such other financial products may also be held with an international central securities depository.
Regulation 6 of the International Financial Services Centres Authority (Listing) Regulations, 2024
Listing eligibility requires an issuer to be incorporated or established in an IFSC, India or a foreign jurisdiction under home-jurisdiction law, to operate in accordance with its constitution, and to be legally entitled to issue the proposed securities or financial products. Public Indian companies listing equity shares must meet additional prescribed foreign-exchange and company-law eligibility requirements. Eligibility is excluded for issuers and specified associated persons barred from capital-market access or classified as wilful defaulters or fugitive economic offenders.