- SEBI has prescribed continuous disclosure norms for issuers of listed NonConvertible Debt Securities, Non-Convertible Redeemable Preference Shares (NCRPS) and Commercial Papers, which are as follows:
(a) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR Regulations”) for issuers of listed Non-Convertible Debt Securities and/or NCRPS.
(b) SEBI circular nos. SEBI/HO/DDHS/DDHS/CIR/P/2019/115 dated October
22, 2019 and SEBI/HO/DDHS/DDHS/CIR/P/2019/167 dated December 24,
2019 for issuers of listed Commercial Papers.
- Further, the following provisions provide for monitoring of compliance and imposition of fines by stock exchanges:
(a) Sub regulation (1) of Regulation 97 of SEBI LODR Regulations, provides for monitoring of compliance by listed entities with the provisions of the regulation by recognized Stock Exchanges. Further, sub regulation (1)(a) of Regulation 98 of SEBI LODR Regulations provides for imposition of fines by Stock Exchanges for contravention of provisions of the regulation by listed entities.
(b) SEBI circular no. SEBI/HO/DDHS/DDHS/CIR/P/2019/115 dated October 22, 2019 provides for a framework for imposition of fine to be put in place by stock exchanges in cases of non-compliance and/ or inappropriate disclosures by issuers of listed Commercial Papers.
- In respect of listed specified securities (i.e. equity shares and convertible
securities), SEBI issued circular no. SEBI/HO/CFD/CMD/CIR/P/2020/12, dated January 22, 2020, specifying a uniform structure for imposing fines for issuers not in compliance with certain provisions of SEBI LODR Regulations.
- Accordingly, in order to ensure effective enforcement of continuous disclosure obligations by issuers of listed Non-Convertible Debt Securities or NCRPS or Commercial Papers, it has been decided to lay down a similar uniform structure for imposing fines for non-compliance with continuous disclosure requirements after discussion with market participants.
- In view of the above, in the interests of investors and the securities market, the Stock Exchanges shall levy fine and take action in case of non-compliances with continuous disclosure requirements by issuers of listed Non-Convertible Debt Securities and/ or NCRPS and/ or Commercial Papers as specified in Annexure I and Annexure II of this circular respectively. Stock Exchanges may deviate from the above, if found necessary, only after recording reasons in writing.
- In case a non-compliant entity is listed on more than one recognized stock exchange, the concerned recognized stock exchanges shall take uniform action under this circular in consultation with each other.
- The recognized stock exchanges shall take necessary steps to implement this circular and shall disclose on their website the action(s) taken against the entities for non-compliance(s); including the details of the respective requirement, amount of fine levied/ action taken etc.
- The amount of fine realized as per the structure provided in Annexure I of this circular shall be credited to the “Investor Protection Fund” of the concerned recognized stock exchange.
- The fines specified in Annexure I of this circular shall continue to accrue till the time of rectification of the non-compliance and to the satisfaction of the concerned recognized stock exchange. Such accrual shall be irrespective of any other disciplinary/enforcement action(s) initiated by recognized stock exchange(s)/SEBI.
10.The recognized stock exchanges may keep in abeyance the action or withdraw the action in specific cases where specific exemption from compliance with the requirements for continuous disclosures /moratorium on enforcement proceedings has been provided for under any Act, Court/Tribunal Orders etc.
11.The above provisions are without prejudice to the power of SEBI to take action under the securities laws.
12.The recognized stock exchanges are advised to bring the provisions of this circular to the notice of issuers of listed Non-Convertible Debt Securities, NCRPS, Commercial Papers.
13.This provisions mentioned in this circular shall come into force for compliance period ending on or after December 31, 2020.
Tag Archives: commercial papers
The trading hours for various markets regulated by the Reserve Bank were amended effective from April 7, 2020 in view of the operational dislocations and elevated levels of health risks posed by COVID-19.
With the graded roll-back of the lockdown and easing of restrictions on movement of people and functioning of offices, it has been decided to restore trading hours for regulated markets in a phased manner. Accordingly, with effect from November 9, 2020, the trading hours for the markets regulated by the Reserve Bank would be as under:
|Market||Existing Amended Timings||Revised Amended Timing|
|Call/notice/term money||10 AM to 2 PM||10 AM to 3:30 PM|
|Market repo in government securities||10 AM to 2 PM||10 AM to 2:30 PM|
|Tri-party repo in government securities||10 AM to 2 PM||10 AM to 3 PM|
|Commercial paper and Certificates of Deposit||10 AM to 2 PM||10 AM to 3:30 PM|
|Repo in Corporate Bonds||10 AM to 2 PM||10 AM to 3:30 PM|
|Government Securities (Central Government Securities, State Development Loans and Treasury Bills)||10 AM to 2 PM||10 AM to 3:30 PM|
|Foreign Currency (FCY)/Indian Rupee (INR) Trades including Forex Derivatives*||10 AM to 2 PM||10 AM to 3:30 PM|
|Rupee Interest Rate Derivatives*||10 AM to 2 PM||10 AM to 3:30 PM|
SEBI has vide its circular dated 15th July, 2020 given relaxations in respect of debt listing, listing of non convertible redeemable preference shares and commercial papers to use unaudited financials with limited review provided that these unaudited financials are not more than 6 months old.
It has also extended the timelines for submission of quarterly/ half-yearly/ yearly financial accounts as on 31st march, 2020 to 31st July, 2020.
Those issuers who propose to list their debentures/ preference shares/ commercial papers during the month of July, 2020 can use the available financial statements as on 31st December, 2019.
Copy of SEBI circular can be found here
SEBI has issued a circular dated 8th June, 2020 wherein they have relaxed some compliance deadlines due to the ongoing covid pandemic.
Issuers who intend/ propose to list their non-convertible debentures, non convertible redeemable preference shares or commercial papers have been given one more months for disclosure of their financial results. So now they need to submit their financial results on or before 30th June, 2020.