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TMI BlogDefinitionsX X X X Extracts X X X X X X X X Extracts X X X X ..... (d) "Board" means the Securities and Exchange Board of India established under section 3 of the Act; (e) "certificate" means a certificate of registration granted under these regulations; 1[(f) "Change in control" - (i) in case of a body corporate - (A) if its shares are listed on any recognised stock exchange, shall be construed with reference to the definition of control in terms of regulations framed under clause (h) of sub-section (2) of section 11 of the Act; (B) if its shares are not listed on any recognised stock exchange, shall be construed with reference to the definition of control as provided in sub-section (27) of Section 2 of the Companies Act, 2013 (18 of 2013); (ii) in a case other than that of a body ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 2008(6 of 2009); (l) "merchant banking or investment banking or brokerage services" includes,- i. acting as an underwriter; ii. participating in a selling or an offering for the issuer or otherwise acting in furtherance of a public offer of the issuer; iii. acting as an adviser in a merger or acquisition; iv. providing or arranging venture capital or equity or debt; v. serving as placement agent for the issuer or otherwise acting in furtherance of a private offering of the issuer; vi. offering brokerage or market making services; (m) "NBFC" means a Non-Banking Financial Company registered by Reserve Bank of India; (n) "NISM" means the National Institute of Securities Market established by the Board; 3[(na) "non-individua ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... l be deemed to be persons associated with research services, but shall not include persons who discharge clerical or office administrative functions where there is no connection with research services and they have no client contact;] (o) "price target" means expectations of research analyst on the future performance of specific securities; 4[(oa) "principal officer" in case of non-individual research analyst engaged - (i) solely in providing research services, shall mean the managing director or designated director or managing partner or executive chairman of the board or equivalent management body who is responsible for the overall function of the business and operations of non-individual research analyst; (ii) in activi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e or other public speaking activity in public media in which a research analyst makes a recommendation or offers an opinion, concerning securities or public offer: Provided that it does not include a password protected webcast, conference call or such other events with the clients, if all of the event participants previously received the research report or other documentation that contains the required applicable disclosures and that the research analyst appearing at the event corrects and updates during the public appearance any disclosures in the research report that are inaccurate, misleading or no longer applicable; (r) "public media" means any media source available to the general public and includes a radio, television, internet, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... r other communications prepared for unit holders of mutual fund or alternative investment fund or clients of portfolio managers and investment advisers; (v) internal communications that are not given to current or prospective clients; (vi) communications that constitute offer documents or prospectus that are circulated as per regulations made by the Board; (vii) statistical summaries of financial data of the companies; (viii) technical analysis relating to the demand and supply in a sector or the index; (ix) any other communication which the Board may specify from time to time; 7[(wa) "research services" means the following services provided by research analyst: i. preparation or publication of the research report or content o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ther than the research analyst or research entity 8[;] 9[(zc) "trading calls" means intraday, ultra-short duration, non-delivery based (other than hedging) recommendation or any recommendation related to securities that are not personalized or investor specific.] (2) The words and expressions used and not defined in these regulations but defined in the Act, the Securities Contracts (Regulation) Act, 1956 (42 of 1956), the Companies Act, 1956 and 2013, or any rules or regulations made thereunder shall have the same meanings respectively assigned to them in those Acts, rules or regulations made thereunder or any statutory modification or re-enactment thereto, as the case may be. ************** NOTES:- 1. Substituted vide Notification N ..... X X X X Extracts X X X X X X X X Extracts X X X X
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