Friday, June 19, 2009

'Anchor Investor’ allowed in public issues, Simplified disclosure norms for rights issues and Removal of the entry load on investors in MF schemes

SEBI vide its press release PR No.192/2009 dated June 18, 2009 has announced the decisions took by SEBI Board on the same day. Major decisions are as follows:-
1. ‘Anchor Investor’ allowed in public issues
An issuer making a public issue of shares through book building may allocate on a discretionary basis up to 30% of the QIB portion of the issue to anchor investors (AIs), who is a QIB. The minimum size of application by AIs would be Rs. 10 crore. There will be a lock-in of 30 days on the shares allotted to these investors from the date of allotment. No person related to the promoter/promoter group/BRLMs can apply as anchor investor. 
2. Simplified disclosure norms for rights issues
Since rights issues are made to existing shareholders, who are in possession of basic information about the company and have been receiving reports regarding major developments in the company on a continuous basis, it has been decided to rationalize disclosures in rights issue offer document by doing away with or modifying existing disclosure requirements. Disclosures that have been done away with include summary of the industry and business of the issuer company, promise vs. performance with respect to earlier/ previous issues, ‘Management discussion and analysis’. The disclosures relating to financial statements, litigations, risk factors, etc. have been simplified. 
3. Removal of entry load for the schemes, existing or new, of a Mutual Fund 
4. Holding period for equity shares which are received on conversion of fully paid compulsorily convertible securities – Explained 
Current guidelines state that a shareholder can make an offer for sale of the equity shares if he has held them for a period of at least one year. Board decided that in case equity shares which are received on conversion of fully paid compulsorily convertible securities, including depository receipts are being offered for sale, the holding period of such convertible securities as well as that of resultant equity shares together would be taken into account for the purpose of eligibility.
5. IPOs of unlisted companies should be listed on stock exchange with nationwide trading terminals
An unlisted company making an IPO should list the securities on at least one stock exchange having nationwide trading terminals. This aims at providing a liquid trading platform to investors in securities of the company.
6. Listed company cannot issue shares with superior voting rights
This is to avoid the possible misuse by the persons in control to the detriment of public shareholders.
7. Other decisions
• Measures to improve transparency in payment of commission to Mutual Fund distributors
• Rationalization of the fees of various intermediaries

A copy of the press release is available here.

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