TMI BlogChapter VII not to apply in certain casesX X X X Extracts X X X X X X X X Extracts X X X X ..... of the Companies Act, 1956 [or a Tribunal under sections 230 to 234 of the Companies Act, 2013, whichever applicable Provided that the pricing provisions of this Chapter shall apply to the issuance of shares under schemes mentioned in clause (b) in case of allotment of shares only to a select group of shareholders or shareholders of unlisted companies pursuant to such schemes;] (c) in terms of the rehabilitation scheme approved by the Board of Industrial and Financial Reconstruction under the Sick Industrial Companies (Special Provisions) Act, 1985 [or 2 [the resolution plan approved by] the Tribunal under the Insolvency and Bankruptcy Code, 2016, whichever applicable]: 3 [Provided that the lock-in provisions of this Chapter ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nd Schedule of the Reserve Bank of India Act, 1934 or a Public Financial Institution as defined in clause 72 of section 2 of the Companies Act, 2013].] 7 [(5) The provisions of this Chapter shall not apply where the preferential issue of specified securities is made to the lenders pursuant to conversion of their debt, as part of a debt restructuring scheme implemented in accordance with the guidelines specified by the Reserve Bank of India, subject to the following conditions: (a) the guidelines for determining the conversion price have been specified by the Reserve Bank of India in accordance with which the conversion price shall be determined and which shall be in compliance with the applicable provisions of the Companies Act, 20 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rship in favour of such person(s) pursuant to a debt restructuring scheme implemented in accordance with the guidelines specified by the Reserve Bank of India, subject to the following conditions: (a) the guidelines for determining the issue price have been specified by the Reserve Bank of India in accordance with which the issue price shall be determined and which shall be in compliance with the applicable provisions of the Companies Act, 2013; (b) the issue price shall be certified by two independent qualified valuers, and for this purpose valuer shall be a person who is registered under section 247 of the Companies Act, 2013 and the relevant Rules framed thereunder: Provided that till such date on which section 247 of the Comp ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e issuer. (g) the applicable provisions of the Companies Act, 2013 are complied with.] ******** 1 Inserted by the SEBI (Issue of Capital and Disclosure Requirements) (Amendment) Regulations, 2017, w.e.f. 15.02.2017. 2 Inserted by the SEBI (Issue of Capital and Disclosure Requirements) (Fourth Amendment) Regulations, 2017, w.e.f. 14.8.2017. 3 Substituted by SEBI (Issue of Capital and Disclosure Requirements) (Third Amendment) Regulations, 2010, w.e.f. 13.04.2010. Prior to its substitution, proviso read as under: Provided that the lock-in provisions of this Chapter shall apply to such preferential issue of equity shares. 4 Inserted by the SEBI (Issue of Capital and Disclosure Requirements) (Amendment) Regulations, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... and Exchange Board of India (Issue of Sweat Equity) Regulations, 2002; (c) equity shares so allotted shall be locked in for a period of one year from the date of trading approval: Provided that for the purposes of transferring the control, the consortium of banks and financial institutions may transfer their shareholding to an entity before completion of the lock in period subject to continuation of the lock in on such shares for the remaining period with the transferee; (d) applicable provisions of Companies Act, 2013 are complied with, including the requirement of special resolution. 8 Substituted by the SEBI (Issue of Capital and Disclosure Requirements) (Fourth Amendment) Regulations, 2017, w.e.f. 14.8.2017. Prior to the su ..... X X X X Extracts X X X X X X X X Extracts X X X X
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