Master Circular for issue and listing of Non-convertible Securities, Securitised Debt Instruments, Security Receipts, Municipal Debt Securities and Commercial Paper

SEBI/HO/DDHS/PoD1/P/CIR/2023/119 · 2023-07-07 · SEBI

Summary

This part introduces the Master Circular consolidating regulations for Non-convertible Securities and other debt instruments under SEBI NCS Regulations, 2021. It outlines the supersession of previous circulars and establishes transitional provisions for actions taken under rescinded rules. The section mandates compliance from various market stakeholders and cites the statutory powers under which the circular is issued. This chapter outlines the application process and timelines for public issues of securities under specific SEBI regulations. It mandates the use of the ASBA mechanism for payments, allowing investors to block funds via bank accounts or UPI. The text details the roles of SCSBs, intermediaries, stock exchanges, and NPCI in facilitating these applications. This section outlines the technical format for UPI application fields and details the step-by-step bidding, validation, and fund blocking processes. It specifies the post-issue closure procedures involving allotment, fund debiting, and security crediting by various entities. Finally, it defines the specific roles and obligations of the issuer, registrar, stock exchanges, and intermediaries in the UPI-based public issu

Text

SEBI (Issue and Listing of Non-Convertible Securities) Regulations, 2021 were notified pursuant to merger and repeal of the SEBI (Issue and Listing of Debt Securities) Regulations, 2008 and SEBI (Issue and Listing of Non-Convertible Redeemable Preference Shares) Regulations, 2013.

For effective regulation of the corporate bond market and to enable the issuers and other market stakeholders to get access to all the applicable circulars at one place, this Master Circular has been prepared.

The stipulations contained in such circulars have been detailed chapter-wise in this Master circular. Accordingly, the circulars listed at Annex - 1 of this Master Circular stand superseded by this Master Circular.

anything done or any action taken or purported to have been done or taken under the rescinded circulars, prior to such rescission, shall be deemed to have been done or taken under the corresponding provisions of this Master Circular;

any application made to the Board under the rescinded circulars, prior to such rescission, and pending before it shall be deemed to have been made under the corresponding provisions of these regulations;

Disseminate the provisions of this circular on their website;

comply with the conditions laid down in this circular;

put in place necessary systems and infrastructure for implementation of this circular;

make consequential changes, if any, to their respective bye-laws, rules and regulations and bidding portal;

Communicate and create awareness amongst stakeholders.

Monitor the compliance of this circular by issuer companies, as applicable

Section 11(1) of Securities and Exchange Board of India Act, 1992;

Source: SecMarx — Master Circular for issue and listing of Non-convertible Securities, Securitised Debt Instruments, Security Receipts, Municipal Debt Securities and Commercial Paper. Verbatim text is public record; SecMarx structuring (linkage to applying orders) is cited to us.