**Summary:**
SEBI Circular SEBI/HO/CFD/PoD-2/PCIR/2024/0161, dated November 21, 2024, announces the withdrawal of the Master Circular SEBI/HO/OIAE/IGRD/CIR/2022/0151 dated November 07, 2022, concerning the issuance of No Objection Certificates (NOCs) for the release of 1% of Issue Amount. This action follows amendments to the SEBI Issue of Capital and Disclosure Requirements Regulations, 2018 (ICDR Regulations), enacted via gazette notification on May 17, 2024. The requirement for issuer companies to deposit 1% of the issue size with designated stock exchanges under regulation 38(1) of the ICDR Regulations has been dispensed with to facilitate ease of doing business. Stock Exchanges are directed to establish a joint Standard Operating Procedure (SoP) for the release of 1% security deposits made prior to the ICDR Regulations amendments. The circular is effective immediately. Stock Exchanges are instructed to notify listed companies and update their bylaws and regulations accordingly. This circular is issued under Section 11(1) of the Securities and Exchange Board of India Act, 1992. The circular is accessible on the SEBI website under the Legal/Circulars section. Contact person for inquiries is Raj Kumar Das, Deputy General Manager, Corporation Finance Department, Policy and Development2, at 912226449253 or rajkd@sebi.gov.in.
Key Entities Referenced
Securities and Exchange Board of India: Regulatory body for securities market in India, referred to as SEBI.
SEBI Issue of Capital and Disclosure Requirements Regulations, 2018: Regulations pertaining to the issuance of capital and disclosure requirements as defined by SEBI; abbreviated as ICDR Regulations.
All listed entities: Refers to all companies whose securities are listed on recognized stock exchanges.
All Recognized Stock Exchanges: Refers to all stock exchanges that are recognized by SEBI.
All registered Merchant Bankers: Refers to all merchant bankers that are registered with SEBI.
No Objection Certificate: A certificate related to the release of a portion of the issue amount, abbreviated as NOC.
Securities and Exchange Board of India Act, 1992: The act of parliament that established the Securities and Exchange Board of India (SEBI).
Raj Kumar Das: Deputy General Manager at Securities and Exchange Board of India (SEBI).
CIRCULAR
SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/0161 November 21, 2024
To,
All listed entities
All Recognized Stock Exchanges
All registered Merchant Bankers
Madam / Sir,
Subject: Withdrawal of Master Circular on issuance of No Objection Certificate (NOC)
for release of 1% of Issue Amount
1. In order to facilitate ease of doing business to Issuer company, the requirement to deposit
1% of the issue size available for subscription to the public with the designated stock
exchange by the Issuer company under regulation 38 (1) of SEBI (Issue of Capital and
Disclosure Requirements) Regulations, 2018 (ICDR Regulations) has been dispensed
with.
2. Consequent to amendment of ICDR Regulations vide gazette notification dated May 17th
2024, the Master Circular no. SEBI/HO/OIAE/IGRD/P/CIR/2022/0151 dated November
07, 2022 on Issuance of No Objection Certificate for release of 1% of Issue Amount stands
withdrawn.
3. However, the Stock Exchanges shall frame a joint standard operating procedure (SoP) for
release of 1% security deposit that were deposited with stock exchanges by the issuer
prior to abovementioned amendments in ICDR Regulations, 2018.
4. The circular shall be applicable with immediate effect.
5. The Stock Exchanges are accordingly advised to:
a. bring the provisions of this circular to the notice of all the companies whose
securities are listed in the exchange and also to disseminate the same on the
website of the stock exchange.
b. make amendments to the relevant bye-laws, rules and regulations for the
implementation of the terms of this circular, if necessary.
Page 1 of 26. This Circular is issued in exercise of powers conferred under Section 11(1) of the
Securities and Exchange Board of India Act, 1992 to protect the interests of investors in
securities and to promote the development of, and to regulate the securities market.
7. This Circular is available at www.sebi.gov.in under the link “LegalCirculars”.
Yours faithfully,
Raj Kumar Das
Deputy General Manager
Corporation Finance Department
Policy and Development-2
+91-22-26449253
rajkd@sebi.gov.in
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