Draft for Public Comments

Proposed Draft Simplified Listing Agreement for Debt Securities


Securities and Exchange Board of India (SEBI) had recently notified the Issue and Listing Regulations for Debt Securities, aimed at simplifying disclosure requirements for issuance of debt securities. Further to the initiative, a draft simplified debt listing agreement aimed at simplifying continuous disclosure requirements has now been placed on the SEBI Website for public comments/ suggestions till August 25, 2008.


The new draft Listing Agreement for debt securities, prepared in consultation with stock exchanges BSE and NSE is one single document replacing the existing separate listing agreements for debentures issued by way of a public issue and those that are privately placed. The disclosures in the draft listing agreement are based on the principle that if an issuer has his equity already listed, such an issuer only makes minimal incremental disclosures specific to its debt issuance. Issuers who have only debt securities listed and not equity, reasonably elaborate disclosures, fewer than equity though are prescribed.


The Listing Agreement has two parts, Part A having 8 clauses is applicable where equity shares of the issuer are already listed on the exchange and continues to comply with the listing agreement for equity. Part B having 19 clauses is applicable for issuers who do not have their equity shares already listed on the exchange. An issuer complying with Part B would move to compliance with Part A in case its equity listed at a future date. Similarly, an issuer delisting equity would henceforth need to comply with Part B.


Public comments/ suggestions may be sent by e-mail up to August 25, 2008 to Shri Satya Ranjan Prasad, General Manager (satyarp@sebi.gov.in) and/ or to Shri Vikas SS, Manager (vikas@sebi.gov.in). Same may also be sent physically to the following address, so as to reach latest by August 25, 2008: Shri Satya Ranjan Prasad, General Manager, Investment Management Department, Securities and Exchange Board of India, SEBI Bhavan, C-4A, G-Block, Bandra Kurla Complex, Mumbai 400051


August 13, 2008