**Summary:**
This circular, issued by the Securities and Exchange Board of India (SEBI) on March 17, 2020, outlines revisions to the General Information Document (GID) requirements for public offerings. It supersedes the previous circular dated October 23, 2013, and is applicable to all Red Herring Prospectuses (RHP) filed with the Registrar of Companies on or after March 17, 2020.
The circular addresses Regulation 34(1) read with Schedule VI, Part E of the SEBI Issue of Capital and Disclosure Requirements Regulations, 2018, which mandates the use of a GID for generic, non-issuer-specific information. The updated GID, detailed in the Annexure to the circular, reflects changes in laws, regulations, and processes.
Key responsibilities of Merchant Bankers, specifically Lead Managers, include:
* Explicitly incorporating the date of the GID's last update.
* Providing the updated GID to investors upon request, in the requested format.
* Ensuring the updated GID is available on the websites of the stock exchanges where the shares are to be listed and on the Lead Managers' websites where the Draft Red Herring Prospectus (DRHP), RHP, and Prospectus are available.
The circular aims to streamline disclosure requirements by allowing generic information to be excluded from the Abridged Prospectus and instead presented in the GID.
This circular is issued under the authority of Section 11(1) read with Section 11A of the Securities and Exchange Board of India Act, 1992, and the Securities and Exchange Board of India Issue of Capital and Disclosure Requirements Regulations, 2018, to protect investors' interests, promote market development, and regulate the securities market.
The circular is available on the SEBI website (www.sebi.gov.in) under Legal Framework/Circulars.
For further information, contact Yogita Jadhav, Deputy General Manager, at yogitag@sebi.gov.in. The circular's reference number is SEBI/HOCFDD/DIL1/CIR/P/2020/37.
Key Entities Referenced
SEBI: Securities and Exchange Board of India, the regulatory body issuing the circular.
Merchant Bankers: Entities regulated by SEBI, to whom the circular is addressed.
Nationwide Stock Exchanges: Stock exchanges within India to whom the circular is addressed.
General Information Document (GID): A document specified by SEBI containing generic information about an issuer.
SEBI Issue of Capital and Disclosure Requirements Regulations, 2018: Regulations governing the issuance of capital and disclosure requirements.
SEBI Circular CIRCFDDIL122013 dated October 23, 2013: Previous circular that is superseded by the current circular.
Registrar of Companies: The government authority where the RHP Prospectus needs to be filed.
Securities and Exchange Board of India Act, 1992: The act of Parliament that established SEBI and defines its powers.
CIRCULAR
SEBI/HO/CFD/DIL1/CIR/P/2020/37 March 17, 2020
To
All Registered Merchant Bankers
All the Nationwide Stock Exchanges
Dear Sir/Madam,
Sub: General Information Document
1. Regulation 34(1) read with Schedule VI, Part E of SEBI (Issue of Capital and
Disclosure Requirements) Regulations, 2018, inter alia specify that information
which is of generic nature and not specific to the issuer be brought out in the form
of a General Information Document (GID) as specified by the Board.
2. SEBI Circular CIR/CFD/DIL/12/2013 dated October 23, 2013, specified the GID.
However, the subsequent changes in laws, regulation and processes, necessitated
changes in the GID.
3. In pursuance of the above, the generic disclosures to be brought out in the General
Information Document are enumerated in the Annexure.
4. All Merchant Bankers are advised to take note of the contents of GID in the
Annexure. Accordingly, generic information need not be provided in the Abridged
Prospectus.
5. Lead Manager(s) shall ensure that:
5.1 the GID should explicitly incorporate the date of last updation;
5.2. the updated copy of GID is provided to an investor as and when requested, in
form and manner so requested by the investor;
5.3. the updated GID is made available on the websites of the: -
5.3.1 Stock Exchange(s) where the shares pursuant to an issue are proposed
to be listed; and
Page 1 of 25.3.2 respective Lead Manager(s) to the issue, where DRHP / RHP / Draft
Prospectus / Prospectus is made available
6. This circular shall become applicable to all RHP / Prospectus which shall be filed
with the Registrar of Companies on or after March 17, 2020.
7. The present Circular is issued in supersession of the Circular dated October 23,
2013.
8. This circular is issued in exercise of powers conferred by Section 11(1) read with
Section 11A of the Securities and Exchange Board of India Act, 1992 and
Securities and Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations, 2018, to protect the interests of investors in securities
and to promote the development of, and to regulate the securities market.
9. A copy of this circular is available on SEBI website at www.sebi.gov.in under the
categories “Legal Framework/Circulars”.
Yours faithfully,
Yogita Jadhav
Deputy General Manager
yogitag@sebi.gov.in
Enclosure: As above
Page 2 of 2