TMI BlogSECURITIES AND EXCHANGE BOARD OF INDIA (DEBENTURE TRUSTEES) (AMENDMENT) REGULATIONS, 2017X X X X Extracts X X X X X X X X Extracts X X X X ..... entity which is an associate under sub-section (6) of section 2 of the Companies Act, 2013 or under the applicable accounting standards and shall include a person whose director, is also a director, of the debenture trustee or the body corporate, as the case may be. ; (b) for clause (ab) the following shall be substituted, namely, body corporate shall have the meaning assigned to it in or under sub-section (11) of section 2 of the Companies Act, 2013 and for the purpose of these regulations, includes a public financial institution as defined under sub-section (72) of section 2 of the Companies Act, 2013 , a non-banking financial company, public sector undertaking established under any Central or State enactment which has its debt securities listed or which seeks to list its debt securities on a recognized stock exchange in accordance with the Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008, or any other issuer of debt securities in accordance with any Regulations issued by the Board. ; (c) in clause (ae), for clause (i) the following shall be substituted, namely, if its shares are listed on any recognised ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 13 . (iii) in regulation 13, in clause (b),- (a) for sub-clause (i) the following shall be substituted, namely, (i) an undertaking by the body corporate to comply with all regulations/provisions of Companies Act, 2013 , guidelines of other regulatory authorities in respect of allotment of debentures till redemption; (b) for sub-clause (ii) the following shall be substituted, namely, (ii) the time limit within which the security for the debentures shall be created or the agreement shall be executed in accordance with the Companies Act, 2013 or provisions as prescribed by any regulatory authority as applicable. (iv) for regulation 13A and clause (a) thereunder, the following shall be substituted, namely,- 13A. A person shall not be appointed as a debenture trustee, in case- (a) the debenture trustee,- (i) is an associate of the body corporate; (ii) beneficially holds shares in the company; (iii) is a promoter, director or key managerial personnel or any other officer or an employee of the company or its holding, subsidiary or associate company; (iv) is beneficially entitled to moneys which are to be paid by the company otherwise than a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ; or (iii) default in redemption of debentures. (f) ensure that the company does not commit any breach of the terms of issue of debentures or covenants of the trust deed and take such reasonable steps as may be necessary to remedy any such breach; (g) inform the debenture holders immediately of any breach of the terms of issue of debentures or covenants of the trust deed; (h) ensure the implementation of the conditions regarding creation of security for the debentures, if any, and debenture redemption reserve; (i) ensure that the assets of the company issuing debentures and of the guarantors, if any, are sufficient to discharge the interest and principal amount at all times and that such assets are free from any other encumbrances except those which are specifically agreed to by the debenture holders; (j) do such acts as are necessary in the event the security becomes enforceable; (k) call for reports on the utilization of funds raised by the issue of debentures; (l) take steps to convene a meeting of the holders of debentures as and when such meeting is required to be held; (m) ensure that the debentures have been converted or redeemed in accordance with ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... shall obtain the following,- (i) On Quarterly basis- (a) Certificate from the Director / Managing Director of the issuer company certifying the value of the book debts / receivables; (b) Certificate from an independent chartered accountant giving the value of book debts / receivables. (ii) On Yearly basis- (a) Certificate from the statutory auditor giving the value of book debts / receivables. (vii) in regulation 15, in sub-regulation (1A), clause (c) shall be substituted with the following, namely,- (c) obtain a certificate from the issuer's Statutory Auditor: (i) in respect of utilisation of funds during the implementation period of the project; and (ii) in the case of debentures issued for financing working capital, at the end of each accounting year. (viii) in regulation 17, for sub-regulation (1) the following shall be substituted, namely, (1) Subject to the provisions of any law every debenture trustee shall keep and maintain proper books of account, records and documents, relating to the trusteeship functions for a period of not less than five financial years from the date of redemption of debentures. (ix) in regulation 17A, afte ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Regulations, 1995 vide S.O. No.939 (E). (b) January 5, 1998 by the Securities and Exchange Board of India (Debenture Trustees) (Amendment) Regulations, 1998 vide S.O. No.16(E). (c) September 30, 1999 by the Securities and Exchange Board of India (Debenture Trustees) (Amendment) Regulations, 1999 vide S.O. No.795(E). (d) February 17, 2000 by the Securities and Exchange Board of India (Debenture Trustees) (Amendment) Regulations, 2000 vide S.O. No. 135(E). (e) August 8, 2000 by the Securities and Exchange Board of India (Debenture Trustees) (Second Amendment) Regulations, 2000 vide S.O. No. 743(E). (f) March 28, 2000 by the Securities and Exchange Board of India (Appeal to Securities Appellate Tribunal) (Amendment) Regulations, 2000 vide S.O. No. 278(E). (g) May 29, 2001 by the Securities and Exchange Board of India (Investment Advice by Intermediaries) (Amendment) Regulations, 2001 vide S.O. No. 476(E). (h) September 27, 2002 by the Securities and Exchange Board of India (Procedure for Holding Enquiry by Enquiry Officer and Imposing Penalty) Regulations, 2002 vide S.O. No. 1045(E). (i) July 4, 2003 by the Securities and Exchange Board of India (Debenture Trus ..... X X X X Extracts X X X X X X X X Extracts X X X X
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