Foreign investors beware! Allotment of shares to FPIs in IPOs need to be verified with PAN, says SEBI

By: | Published: July 14, 2018 10:08 AM

Markets regulator Sebi has said that allotment of shares to foreign portfolio investors (FPIs) in initial public offers would need to be verified with PANs to check against any breach of investment limit through multiple entities.

SEBI has asked depositories to put in place the necessary systems for sharing of information with RTAs within the timelines. (Image: Reuters)

Markets regulator Sebi has said that allotment of shares to foreign portfolio investors (FPIs) in initial public offers would need to be verified with PANs to check against any breach of investment limit through multiple entities. Under the rules, purchase of equity shares of each company by a single FPI or an investor group would have to be below 10 per cent of the total issued capital of the company. “At the time of finalisation of basis of allotment during primary market issuances, Registrar and Transfer Agents (RTAs) shall use Permanent Account Number (PAN) issued by Income Tax Department of India for checking compliance for a single FPI,” Sebi said in a circular.

Besides, RTAs have been asked to obtain validation from depositories for the FPIs who have invested in the particular primary market issuance to ensure there is no breach of investment limit, the Securities and Exchange Board of India (Sebi) added. The regulator has asked depositories to put in place the necessary systems for sharing of information with RTAs within the timelines. In April, Sebi had said two or more foreign government entities and its related parties from the same jurisdiction will be considered a single FPI for the investment cap of 10 per cent in a listed Indian company.

In case the same set of beneficial owner invest through multiple entities, such entities will be treated as part of same investor group and their investment limits will be clubbed as single foreign portfolio investor (FPI), Sebi had said in detailed set of frequently asked questions (FAQs). Accordingly, the combined holding of all foreign government and its related entities from the same jurisdiction will be below 10 per cent of the total paid up capital of the company.

However, in cases where government of India enters into agreements or treaties with other sovereign governments and where such agreements or treaties specifically recognise certain entities to be distinct and separate, Sebi, may, during the validity of such agreements or treaties, recognise them as such, subject to conditions as may be specified by it,” Sebi noted. Besides, World Bank Group – IBRD, IDA, MIGA and IFC – have been exempted from clubbing of the investment limits for the purpose of application of 10 per cent limit for FPI investments in a single firm.

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