Listed entities to disclose details of approved resolution plan under Insolvency and Bankruptcy Code (IBC) 2016 – SEBI
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SECURITIES AND EXCHANGE BOARD OF INDIA
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NOTIFICATION
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Mumbai, the 8th January, 2021
SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) (AMENDMENT) REGULATIONS, 2021
No. SEBI/LAD-NRO/GN/2021/02.—In exercise of the powers conferred by section 11, sub-section (2) of section 11A and section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992) read with section 31 of the Securities Contracts (Regulation) Act, 1956 (42 of 1956), the Board hereby makes the following regulations to further amend the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, namely:-
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1. These regulations may be called the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)(Amendment) Regulations, 2021.
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2. They shall come into force on the date of their publication in the Official Gazette.
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3. In the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015,-
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I. In Schedule III, in Part A, –
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a. under point A, in clause 16,the existing sub-clause (l) shall be substituted with the following, namely, -―
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“(l) Specific features and details of the resolution plan as approved by the Adjudicating Authority under the Insolvency Code, not involving commercial secrets, including details such as:
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(i) Pre and Post net-worth of the company;
(ii) Details of assets of the company post CIRP;
(iii) Details of securities continuing to be imposed on the companies’ assets;
(iv)Other material liabilities imposed on the company;
(ii) Details of assets of the company post CIRP;
(iii) Details of securities continuing to be imposed on the companies’ assets;
(iv)Other material liabilities imposed on the company;
(v) Detailed pre and post shareholding pattern assuming 100% conversion of convertible securities;
(vi) Details of funds infused in the company, creditors paid-off;
(vii) Additional liability on the incoming investors due to the transaction, source of such funding etc.;
(viii) Impact on the investor –revised P/E, RONW ratios etc.;
(ix) Names of the new promoters, key managerial persons(s), if any and their past experience in the business or employment. In case where promoters are companies, history of such company and names of natural persons in control;
(x) Brief description of business strategy.
(vi) Details of funds infused in the company, creditors paid-off;
(vii) Additional liability on the incoming investors due to the transaction, source of such funding etc.;
(viii) Impact on the investor –revised P/E, RONW ratios etc.;
(ix) Names of the new promoters, key managerial persons(s), if any and their past experience in the business or employment. In case where promoters are companies, history of such company and names of natural persons in control;
(x) Brief description of business strategy.
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b. under point A, in clause 16, after the existing sub-clause (m), the following new sub-clauses shall be inserted, namely, -―
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“n) Proposed steps to be taken by the incoming investor/acquirer for achieving the MPS;
o) Quarterly disclosure of the status of achieving the MPS;
p) The details as to the delisting plans, if any approved in the resolution plan.”
p) The details as to the delisting plans, if any approved in the resolution plan.”
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AJAY TYAGI, Chairman
[ADVT.-III/4/Exty./442/2020-21]
[ADVT.-III/4/Exty./442/2020-21]
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