TMI BlogFormat for quarterly holding pattern, disclosure norms for corporate governance report and manner for compliance with two-way fungibility of Indian Depository Receipts (IDRs)X X X X Extracts X X X X X X X X Extracts X X X X ..... 9 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ( Listing Regulations ), listed entity shall file with the stock exchange the Indian Depository Receipt (IDR) holding pattern on a quarterly basis within fifteen days of end of the quarter in the format specified by SEBI. Accordingly, the listed entity that has issued IDRs shall file the holding pattern with the stock exchanges as per Annexure I. 2. Further, sub regulation (1) of regulation 72 of Listing Regulations requires the listed entity to comply with the corporate governance provisions as applicable in its home country and other jurisdictions in which its equity shares are listed and sub regulation (2) of regulation 72 r ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... as per Annexure II. 6. The Stock Exchanges are advised to bring the provisions of this circular to the notice of Listed Entity and also to disseminate the same on its website. This circular shall come into force with effect from 90 days of notifications of regulations i.e. September 02, 2015. 7. This circular is issued under regulations 69, 72 and 76 read with regulation 101(2) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. 8. This circular is available on SEBI website at www.sebi.gov.in under the categories Legal Framework and Continuous Disclosure Requirements . Yours faithfully, Harini S Balaji General Manager +91-22-26449372 harinib@sebi. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Sub-Total GRAND TOTAL * as may be applicable. Note 1: The name, number of IDRs held and percentage holding of entities / persons holding more than 1 percent of the IDRs issued by the listed entity shall be given under each head. Note 2: The listed entity shall provide the following details: (i) number of underlying equity shares of the listed entity represented by the total IDRs and (ii) percentage of equity shares underlying the IDRs as a proportion of the total equity share capital of the listed entity. ANNEXURE II PROCEDURE FOR TWO-WAY FUNGIBILITY OF IDRs [S ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... hout the specific approval of SEBI. 7. All the IDRs that have been applied for fungibility by the holder shall be transferred to IDR redemption account at the time of application. The issuer shall take necessary steps to provide underlying shares or sale proceeds as per the choice made under clause 6 above. 8. The Issuer may receive requests from the holders of underlying shares and convert these into IDRs subject to the Headroom available with respect to the number of IDRs originally issued subject to the guidelines prescribed by SEBI Reserve Bank of India ( RBI ) from time to time. B. GUIDELINES FOR FUNGIBILITY OF EXISTING LISTED IDRs 9. After completion of one year period from the date of issue of IDRs, the issuer shall, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... DRs available for fungibility during one fungibility window shall be fixed before the opening of the window. Re-issuances of IDRs during the fungibility window, if any, shall be considered for computation of Headroom only at the time of next cycle of fungibility. Fungibility window for this purpose shall mean the time period during which IDR holders can apply for conversion of IDRs into underlying equity shares. 15. In case of requests for conversion in excess of the limit available, the manner of accepting IDRs for conversion/ redemption or shares for re-issuance shall be on proportionate basis. 16. A reservation of 20% of the IDRs made available for redemption/conversion into underlying equity shares in the fungibility window shall ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... within three months of notification of these guidelines. 22. The existing issuer of IDR may exercise the option of using the guidelines available for the new issuers as referred above from the anniversary of the date of listing of their IDRs after the issuance of this circular or from any of the subsequent quarters thereafter. For this purpose, the issuer shall disclose the exercising of the said option by giving advertisements in leading English and Hindi national daily newspapers with wide circulation as well as notification to the stock exchanges giving the operating guidelines for redemption/ conversion of IDRs at least one month before exercising the option. The said option, once exercised, cannot be reversed. 23. The issuer shal ..... X X X X Extracts X X X X X X X X Extracts X X X X
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