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Fund raising by issuance of Debt Securities by Large Entities

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..... rk shall become applicable from January 01, 2020. Explanation: The term Financial Year' (FY) here would imply April- March or January-December, as may be followed by an entity. Thus, FY 2020 shall mean April 01, 2019 - March 31, 2020 or January 01, 2020 - December 31, 2020, as the case may be. 2.2. The framework shall be applicable for all listed entities (except for Scheduled Commercial Banks), which as on last day of the FY (i.e. March 31 or December 31): i. have their specified securities or debt securities or non-convertible redeemable preference share, listed on a recognised stock exchange(s) in terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015; and ii. have an outstanding long term borrowing of ₹ 100 crores or above, where outstanding long-term borrowings shall mean any outstanding borrowing with original maturity of more than 1 year and shall exclude external commercial borrowings and inter-corporate borrowings between a parent and subsidiary(ies); and iii. have a credit rating of AA and above , where credit rating shall be of the unsupported bank borrowing or plain vanilla bonds of an entity, which have no structu .....

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..... or large entities 4.1. A listed entity, identified as a LC under the instant framework, shall make the following disclosures to the stock exchanges, where its security(ies) are listed: i. Within 30 days from the beginning of the FY, disclose the fact that they are identified as a LC, in the format as provided at Annexure A . ii. Within 45 days of the end of the FY, the details of the incremental borrowings done during the FY, in the formats as provided at Annexure B1 and B2 . 4.2. The disclosures made in terms of para 4.1 shall be certified both by the Company Secretary and the Chief Financial Officer, of the LC. 4.3. Further, the disclosures made in terms of para 4.1 shall also form part of audited annual financial results of the entity. 4.4. The details of the framework as mentioned under para 3 and disclosure requirements as mentioned under para 4.1, are illustrated in Annexure C. 5. Responsibilities of Stock Exchanges 5.1. The Stock Exchange(s) shall collate the information about the LC, disclosed on their platform, and shall submit the same to the Board within 14 days of the last date of submission of annual financial results. 5.2. In the even .....

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..... at the end of the two-year block period. Therefore, an entity identified as LC shall provide, in its initial disclosure for a financial year, the name of Stock Exchange to which it would pay the fine in case of shortfall in the mandatory borrowing through debt markets. Annexure B1 Format of the Annual Disclosure to be made by an entity identified as a LC (To be submitted to the Stock Exchange(s) within 45 days of the end of the FY) (Applicable for FY 2020 and 2021) 1. Name of the Company: 2. CIN: 3. Report filed for FY: 4. Details of the borrowings (all figures in Rs crore): S.No. Particulars Details i. Incremental borrowing done in FY (a) ii. Mandatory borrowing to be done through issuance of debt securities (b) = (25% of a) iii. Actual borrowings done through debt securities in FY (c) iv. Shortfall in the mandatory borrowing through deb .....

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..... ars) (T-1) ,(T) ii. Amount of fine to be paid for the block, if applicable Fine = 0.2% of {(d)-(e)}# (Signature) Name of the Company Secretary Designation Contact Details (Signature) Name of the Chief Financial Officer Designation Contact Details Date - dd/mm/yyyy $ - In cases, where an entity is not categorised as LC for FY (T), however was LC for FY (T-1), and there was a shortfall in the mandatory bond borrowing for FY (T-1), which was carried forward to FY (T), the disclosures as prescribed in this annexure shall be made by the entity for FY (T). #- (d) and (e) are same as mentioned at 4(v) and 4(vi) of this annexure. Annexure - C The illustration given below is only for the purpose of demonstration and shall not be construed in any other manner. Company Name XYZ Credit Rating of unsupported bank borrowing or plain vanilla bonds AA or equivalent Security Listed E .....

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..... h debt securities in the current FY (c) 50 75 10 25 Shortfall of previous FY {for first year of the previous block} carried forward to current FY (d) - 50 25 Nil Quantum of (d), which has been met from (c) (e) - 50 10 Nil Shortfall, if any, in the mandatory borrowing through debt securities for the current FY {after adjusting for any shortfall in borrowing for previous FY, carried forward to current FY} (f)= (b)-[(c)-(e)] 50 25 Not Applicable Nil Fine, to be paid {in case the shortfall of previous FY, if any, is not adjusted completely against the debt securities borrowings of current FY} 0.2% of [(d)-(e)] Nil Nil 0.2% of ₹ 15 crore = ₹ 3 lakhs Nil Compliance Status For previous .....

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