Continuous disclosures and compliances by issuers under SEBI (Issue and Listing of Debt Securities by Municipalities) Regulations, 2015
Summary
This section outlines the continuous disclosure and compliance obligations for issuers of debt securities under the SEBI ILDM Regulations, 2015. It mandates specific timelines and formats for submitting financial results, including half-yearly un-audited and annual audited statements. Additionally, it details requirements for listing agreements, material disclosures, grievance redressal, and the appointment of a compliance officer. This section details the specific responsibilities of the compliance officer, including regulatory conformity and investor grievance monitoring. It mandates issuers of debt securities to forward additional information to stock exchanges as specified by SEBI. The text further outlines extensive disclosure requirements for price-sensitive events and defaults in Annexure I.
Text
The issuer shall prepare and submit un-audited financial results on a half yearly basis to the stock exchange and debenture trustee... as soon as the same is available but not later than three months from the end of the half year.
The issuer shall prepare and submit the annual audited financial results with the stock exchange and debenture trustee... as soon as the same is available but not later than six months from the end of the financial year.
The annual financial information shall contain comparative information for the immediately preceding financial year.
The key financial statements shall include Balance Sheet; Income and Expenditure Statement; Statement of Cash flows; Receipts and Payments Account; Notes to Accounts; and Financial Performance Indicators.
The annual report shall include Key Financial statements; Report of the Auditor; Municipal commissioner’s Report; and Standing Committee’s Action Taken Report.
Before submission... the financial information shall be taken on record by Standing Committee or General Body or Board of Directors or Board of Trustee, as applicable or equivalent.
The annual financial information shall be audited, by the auditor appointed by the issuer as per the SEBI ILDM Regulations.
An issuer shall enter into a simplified listing agreement, with all the Stock Exchanges where it proposes to list debts securities in line with the format as specified under the SEBI Circular No. CIR/CFD/CMD/6/2015.
The issuer shall intimate the stock exchange(s), its intention to raise funds through debt securities... prior to issuance of such securities.
The issuer shall first disclose to stock exchange(s) of all events or information having bearing on the performance/operation... as soon as reasonably possible and not later than twenty four hours from the occurrence of event or information.
The issuer shall submit a certificate to the stock exchange within five working days of the interest or principal or both becoming due that it has made timely payment...
The issuer shall not make material modification such as the structure of the debt security... without prior approval of the stock exchange(s)... after approval of the designated committee/competent authorities and with the approval of the consent of requisite majority of holders.
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Source: SecMarx — Continuous disclosures and compliances by issuers under SEBI (Issue and Listing of Debt Securities by Municipalities) Regulations, 2015. Verbatim text is public record; SecMarx structuring (linkage to applying orders) is cited to us.