The Securities and Exchange Board of India (Sebi) on Tuesday took a slew of decisions easing the criteria for superior voting rights (SR), amending rules on related party transactions as also on the delisting framework. Sebi decided to relax the eligibility requirements related to SR Shares framework. An SR shareholder, as an individual, should not have a net worth of over Rs 1,000 crore.
The existing provisions required that an SR shareholder should not be part of a promoter group with a net worth of more than Rs 500 crore. Further, the minimum gap between the issuance of SR shares and the filing of RHP has been reduced to 3 months from the existing 6 months.
The board also approved the amendments to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, in relation to regulatory provisions on related party transactions (RPTs). A related party shall include all persons or entities forming part of promoter or promoter group irrespective of their shareholding. Any person/entity holding equity shares in the listed entity either directly or on a beneficial interest basis at any time during the immediately preceding financial year, to the extent of 20 % or more would also be a related party.
The regulator approved an amendment to the regulatory framework for delisting of equity shares pursuant to open offer as provided under the extant Regulation 5A of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (Takeover Regulations).
The revised framework aims to make M&A transactions for listed companies a more rational and convenient exercise, balancing the interest of all investors in the process, the capital markets watchdog said. Among the key rules of the new framework is that the acquirer who is desirous of delisting a company, must propose a higher price for delisting with suitable premium over the open offer price.
The Sebi board also cleared a proposal for setting up a gold exchange wherein the yellow metal will be traded in the form of electronic gold receipts and the bourse will help in having a transparent domestic spot price discovery mechanism.
The instruments representing gold will be called Electronic Gold Receipts (EGRs) and will be notified as securities, Sebi chairman Ajay Tyagi said at a press conference. EGRs will have the trading, clearing and settlement features akin to any other securities,” Tyagi said. Any recognised stock exchange, existing as well as new, can launch trading in EGRs in a separate segment.
According to the regulator, the exchange would be a national platform for buying and selling EGRs with underlying standardised gold in India and also create a national pricing structure for gold. Spelling out the criteria for vault managers, Sebi said vault manager should be a body incorporated in India and should have a net worth of at least Rs 50 crore.
The vault manager will be registered and regulated as a Sebi intermediary for providing vaulting services meant for gold deposited to create EGRs.
