Neelam Bhardwaj Deputy General Manager Corporation Finance Department Division of Issues and Listing Phone: +91 22 2284 2826 (D), +91 22 2285 0451-56, 2288 0962-70 (Extn: 367) Fax: +91 22 2204 5633. Email: neelamb@sebi.gov.in

 

 

 

                                                                                                 

 

 

SEBI/CFD/DIL/DIP/21/2006/24/4

April 24, 2006

To All Registered Merchant Bankers / Stock Exchanges

 

Dear Sirs,

Sub.:  Amendments to SEBI (Disclosure and Investor Protection) {DIP} Guidelines, 2000.

I.              In exercise of the powers conferred under sub-section (1) of Section 11 of the Securities and Exchange Board of India Act, 1992, it has been decided to amend the SEBI (DIP) Guidelines, 2000 as under:

CHAPTER V

PRE-ISSUE OBLIGATIONS

1.          After clause 5.6A.1, the following clauses shall be inserted:

“5.6B          IPO Grading

 

5.6B.1        An unlisted company making an IPO of equity shares or any other security which may be converted into or exchanged with equity shares at a later date may opt to obtain grading for such an IPO from one or more credit rating agencies.

 

5.6B.2        Where an issuer opts to obtain IPO grading under clause 5.6B.1, it shall disclose all grades so obtained by it, including unaccepted grades, in the prospectus and abridged prospectus.”

CHAPTER VI

 

CONTENTS OF THE OFFER DOCUMENT

 

SECTION I - CONTENTS OF THE PROSPECTUS

2.          Sub-clause (x-a) shall be inserted after sub-clause (x) of clause 6.4.2.2 as under:

 

“(x-a)          Statement indicating whether IPO grading has been opted for. If yes, disclosure of all grades so obtained, including unaccepted grades, as provided under clause 5.6B.2 and reference of the page number where details of IPO grading, as provided under clause 6.8.2.9A, are given.”

 

3.          Clause 6.8.2.9A shall be inserted after clause 6.8.2.9 as under:

 

“6.8.2.9A   IPO Grading:

 

(a)                             Name of the credit rating agency from which grading has been obtained for the proposed IPO of equity shares or any other security which may be converted into or exchanged with equity shares at a later date and the grading so obtained, including unaccepted grades.

 

(b)                             If grading has been obtained from more than one credit rating agency, disclosure shall be made of all the grades so obtained, including unaccepted grades.

 

(c)                              The rationale / description of the grading/s so obtained, as furnished by the credit rating agency/ies.”

 

4.          Sub-clause (c) shall be reinserted after sub-clause (b) of clause 6.13.2.14 as under:

                                                                                      

“(c)              Bidders’ bank account details.”

 

5.          Clause 6.17.3A shall be inserted after clause 6.17.3 as under:

 

 “6.17.3A   Statement indicating whether IPO grading has been opted for. If yes, disclosure of all grades so obtained, including unaccepted grades, as provided under clause 5.6B.2 and the rationale / description of the grading/s so obtained, as furnished by the credit rating agency/ies, may be given.”

 

II.            The amendments made vide this circular shall come into force with immediate effect.

 

III.           This circular is available on SEBI website at www.sebi.gov.in under the category “Legal Framework”. The entire text of the SEBI (DIP) Guidelines, 2000, including the amendments issued vide this circular, is available on SEBI website under the categories “Legal Framework” and “Issues and Listing”.

 

Yours faithfully,

 

 

Neelam Bhardwaj