Amendments to DIP Guidelines: Rights Issues and IDRs

SEBI today issued amendments to the SEBI (Disclosure and Investor Protection) Guidelines, 2000 with a view to simplifying the process for a rights issue. Since listed companies embarking on a rights issue are already subject to the disclosure norms under the listing agreement, substantial information regarding such companies are already available in the public domain, and hence SEBI has decided to streamline the disclosures. This addresses a long-standing complaint that rights issues are cumbersome and costly, thereby putting off several companies from accessing capital through this route. In addition, SEBI has also confirmed the use of the Applications Supported by Blocked Amount (ASBA) process for rights issues. Speed is also of the essence, as the time period taken for finalisation of basis of allotment has been reduced to 15 days from the earlier period of 42 days from the close of the issue.

In an earlier development (on July 31, 2009), SEBI effected amendments to the Guidelines, mainly with a view to specify financial disclosures for Indian Depository Receipts (IDRs). Since companies from various jurisdictions (with differing financial disclosure requirements) could list in India, there is a need to introduce some level of uniformity. The new disclosures require financial statements to be in accordance with Indian GAAP, IFRS or US GAAP. The amendments also take into account incidental matters such as audit report, corporate governance requirements, etc. The curious aspect regarding IDRs is that despite a number of changes (and further relaxations) in rules and guidelines by the Ministry of Company Affairs and SEBI progressively over the last few years, the instrument appears to have received tepid response and does not seem to have been lapped by industry at all.

About the author

Umakanth Varottil

Umakanth Varottil is an Associate Professor at the Faculty of Law, National University of Singapore. He specializes in corporate law and governance, mergers and acquisitions and cross-border investments. Prior to his foray into academia, Umakanth was a partner at a pre-eminent law firm in India.

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