**Summary:**
SEBI Circular SEBI/HODH/DDHS/CIR/P/2019/167, dated December 24, 2019, amends the framework for listing Commercial Papers (CPs) as prescribed in the earlier circular SEBI/HODH/DDHS/CIR/P/2019/115 dated October 22, 2019.
The amendments address representations received from market participants and modify specific paragraphs within the original CP circular.
Specifically, the proviso to para 5.2 of Annexure I is modified to allow listed issuers already compliant with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, or those with outstanding listed CPs compliant with Annexure II of the original circular, to file unaudited financials with limited review for the stub period in the current financial year, subject to necessary disclosures including risk factors.
Additionally, the second paragraph of para 1.2 of Annexure II is revised. Issuers required to prepare financial results for consolidated financial results of its parent company in terms of Regulation 33 of SEBI LODR Regulations, shall submit financial results in terms of para 1.1 or shall submit quarterly financial results that have been prepared for the purpose of consolidation of their parent company.
This circular is issued under the authority of Section 11(1) of the Securities and Exchange Board of India Act, 1992. The circular is available on the SEBI website (www.sebi.gov.in) under "Legal Framework" and "Circulars."
For further information, contact Richa G. Agarwal, Deputy General Manager, Department of Debt and Hybrid Securities, at Tel No. 022-2644 9596 or via email at richag@sebi.gov.in.
Key Entities Referenced
Securities and Exchange Board of India: Regulatory body for securities market in India.
Commercial Paper: A short-term debt instrument used by corporations for financing.
SEBI LODR Regulations 2015: SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
SEBI Act, 1992: The act of parliament that established the Securities and Exchange Board of India.
Stock Exchanges: Recognized entities where securities are traded.
Non-convertible Debt Securities: Fixed income securities that cannot be converted into equity.
Non Convertible Redeemable Preference Shares: A type of preference share that is redeemable and non-convertible.
Mumbai, Maharashtra: Location of SEBI headquarters; contact information included in circular.
CIRCULAR
SEBI/HO/DDHS/DDHS/CIR/P/2019/167 December 24, 2019
To
Issuers who intend to list their Commercial Papers
All Recognized Stock Exchanges
Sir / Madam,
Subject: Framework for listing of Commercial Paper-Amendments
1. SEBI vide circular SEBI/HO/DHS/DDHS/CIR/P/2019/115 dated October 22, 2019
(hereinafter “CP Circular”) prescribed a framework for listing of Commercial
Paper.
2. Based on the representations received from the market participants, following
paragraphs of CP circular stands modified:
a) The proviso to para 5.2 of Annexure I of CP Circular shall read as under:
Provided that listed issuers (who have already listed their specified
securities and/or ‘Non-convertible Debt Securities’ (NCDs) and/or ‘Non-
Convertible Redeemable Preference Shares’ (NCRPS)) who are in
compliance with SEBI (Listing obligations and disclosure
requirements) Regulations 2015 (hereinafter “SEBI LODR
Regulations”), and/or issuers (who have outstanding listed Commercial
Paper (CPs)) who are in compliance with Annexure II of CP Circular may
file unaudited financials with limited review for the stub period in the
current financial year, subject to making necessary disclosures in this
regard including risk factors.b) Second para of para 1.2 of Annexure II of CP Circular shall be read as
under:
However, if an issuer is required to prepare financial results for the
purpose of consolidated financial results of its parent company in terms of
Regulation 33 of SEBI LODR Regulations, such issuers shall submit financial
results in terms of para 1.1 above or shall submit quarterly financial results
that have been prepared for the purpose of consolidation of their parent
company.
3. This Circular is issued in exercise of powers conferred under Section 11(1)
of Securities and Exchange Board of India Act, 1992.
4. This Circular is available on SEBI website at www.sebi.gov.in under the
categories “Legal Framework” and under the drop down “Circulars”.
Yours faithfully,
Richa G. Agarwal
Deputy General Manager
Department of debt and hybrid securities
Tel No.022-2644 9596
Email id - richag@sebi.gov.in