“Courage doesn’t always roar. Sometimes courage is the little voice at the
end of the day that says I’ll try again tomorrow.”
The SEBI Board met in Mumbai on 21st June, 2018 and took inter alia the following decisions:
- Review of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011:
It has been decided to grant additional time for upward revision of open offer price till one working day before the commencement of the tendering period.
- Replacing SEBI (Buy-back of Securities) Regulations, 1998 with new SEBI (Buy-back of Securities) Regulations, 2018:
Relevant provisions outlined under Sections 68 and 70 of the Companies Act, 2013 have been incorporated in the new Buyback Regulations to make it self-contained. Under the new Regulations, the buyback period has been defined as the period between board of directors resolution/date of declaration of results for special resolution authorizing the buyback of shares and the date on which payment consideration is made to the shareholders.
- The Board approved the SEBI (Issue of Capital and Disclosure Requirements) Regulations, (“ICDR Regulations”) 2018:
Some of the key proposals approved by the Board are as follows:
- The requirement of announcing price band five working days before opening of the issue would be reduced to two working days before opening of the issue. Financial disclosures in case of public issues/ rights issues to be made for 3 years as against the present duration of 5 years.
- Restated and audited financial disclosures in the offer document to be made on consolidated basis only. Audited standalone financials of the issuer and material subsidiaries to be disclosed on the website of the issuer company.
- Threshold for submission of draft letter of offer to SEBI in case of rights issues to be increased to Rs. 10 Crores as against the earlier prescribed Rs. 50 Lakhs.
- For a company to be eligible to make a fast track rights issue, it should not have any audit qualifications or adverse opinion.
- Definition of group companies has been made more specific by clarifying that group company/ies, shall include such companies (other than promoter(s) and subsidiary (ies)) with which there were related party transactions, during the period for which financial information is disclosed (3 years), as covered under the applicable accounting standards and also other companies as considered material by the board of the issuer.
The complete press release is available at https://www.sebi.gov.in/media/press-releases/jun-2018/sebi-board-meeting_39324.html
RBI tightens norms for Liberalised Remittance Scheme: The Reserve Bank of India has tightened norms for Liberalised Remittance Scheme (LRS) by making quoting of the Permanent Account Number or PAN mandatory even for transactions below 25,000 US dollar. The apex bank issued a notification in this regard on 19th June, 2018. Under the LRS, all resident individuals, including minors, are allowed to freely remit up to 2,50,000 US dollar per financial year for any permissible current or capital account transaction or a combination of both. Earlier, a system for daily reporting of individual transactions under the LRS by banks was been put in place. This system enables the banks to view the remittances already sent by an individual during the financial year, thus improving monitoring and ensuring compliance with the LRS limits.
MCA begins probe in firms where auditors resigned mid-way. Western region ROC submits list of 42 companies and notices have been issued to all companies seeking explanation on auditors resignation. Companies in listed space include companies like – Gitanjali Gems, Hexaware tech, Vakrangee, Atlanta. MCA is probing whether auditors have failed to raise red flag during audits.
Corporate News: Enforcement Directorate, GOI has filed application under the newly promulgated Fugitive Economic Offenders Ordinance for declaring Vijay Mallya a fugitive economic offender and seeking confiscation of his assets worth over Rs. 12,500 crores.
I hope that this corporate alert will be useful for you professionally.
Should you have any query please feel free to contact us.
CS Purnima Sharma
FCS, LL.B., B.Com(H), MSF
Practising Company Secretary
Purnima Sharma & Associates,
Company Secretaries, Delhi
Office: 17A, II Floor, Chaudhary Kishan Chand Complex,
Jwala Heri Market,
Paschim Vihar, Delhi 110063
Care has been taken to ensure the accuracy of the information provided; however, no completeness or reliability is ensured by the Author. Author is not responsible for any errors or omissions in the article. Therefore, users of this information are expected to refer to the relevant existing provisions of applicable laws. The user of the information agrees that the information is not a professional advice and is subject to change without notice. Author assumes no responsibility for the consequences of use of such information.