The Securities and Exchange Board of India (SEBI) has established key norms for debentures to ensure investor protection and financial prudence. Some of the key guidelines for the issuance of debentures in India include:
1. Debt-Equity Ratio: The debt-equity ratio for debenture issuance must not exceed 2:1, except for capital-intensive projects, where this condition can be relaxed.
2. Debenture Trustee: In the case of debentures with a maturity of more than 18 months, the issuer must appoint a Debenture Trustee. A trust deed shall be executed by the issuer company in favour of the debenture trustees, and the trustees are vested with the requisite powers to protect the interests of the debenture holders.
3. Credit Rating: Credit rating of debentures or bonds is compulsory if conversion or redemption falls after 18 months.
SEBI's regulations emphasise the importance of creating security for the debentures, the redemption of debentures as per the offer document, and the role of debenture trustees in ensuring initial due diligence and security creation. These guidelines are designed to promote responsible corporate financing, protect investor interests, and ensure the availability of vital information to market participants.
SEBI-Registered Debenture Trustees: Safeguarding Your Investments!
In the world of investments, the role of debenture trustees is paramount. Let's delve into the key aspects that make their role crucial in ensuring the initial due diligence and security creation for debentures.
1. Protection of Debenture Holders: Debenture trustees act as watchdogs, ensuring fair terms and compliance with the Debenture trust deed to protect the interests of debenture holders.
2. Regulatory Compliance: They ensure that the issuer complies with regulatory requirements, safeguarding the rights of the debenture holders.
3. Monitoring of Debenture Issuers: Trustees monitor the financial health of the issuer, mitigating risk for the debenture holders.
4. Transparency and Information Disclosure: They facilitate transparency and information disclosure, keeping debenture holders informed about the issuer's financial performance.
5. Due Diligence Matters: Debenture trustees conduct thorough due diligence to ensure the issuer adheres to regulatory requirements and debenture terms. Assessing issuer creditworthiness and security adequacy is their forte.
6. Safeguarding Security Creation: Oversight of security creation is a vital responsibility. Debenture trustees ensure that security is not only adequate but also handle necessary filings and registrations within stipulated timelines.
7. Empanelment of External Agencies: Debenture trustees wield the power to appoint external agencies for due diligence. This power comes with responsibility — adherence to SEBI guidelines, board-approved empanelment criteria, and conflict of interest mitigation policies are crucial.
8. Reporting Requirements: To maintain regulatory compliance, debenture trustees submit various documents and certificates to depositories and stock exchanges. This includes no-objection certificates for security changes and executed supplemental/amended debenture trust deeds.
SEBI-registered debenture trustees play a vital role in maintaining the integrity and stability of the debenture market in India, providing protection, compliance, monitoring, and transparency for investors.
Enhanced guidelines for debenture trustees and listed issuer companies on security creation and initial due diligence.
SEBI has issued enhanced guidelines for debenture trustees and listed issuer companies on security creation and initial due diligence, which came into effect on August 4, 2022. The guidelines aim to harmonize the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the SEBI Circular dated November 3, 2020. The guidelines require debenture trustees and listed issuer companies to enter into an amended debenture trust agreement before initiating due diligence. The debenture trustee must conduct due diligence as per the provisions of the circular and issue a no-objection certificate to the issuer for proceeding. The issuer is required to create the security in favour of the debenture trustee, and the debenture trustee must register the same with the relevant statutory authorities within 30 days. The guidelines also require reporting requirements on issuer companies to be increased, and debenture trustees can appoint external agencies to carry out due diligence as per the guidelines.
Conclusion:
In summary, the rules set by SEBI for debenture deals are like safety nets for investors. They make sure companies follow fair practices and provide enough information to investors. Debenture trustees play a vital role in this. They act as watchdogs, making sure companies stick to the rules, keep an eye on the company's finances, and make sure investors get the right information. Recent updates to the rules make things even tighter. They ensure better checks and balances and more transparency, which is good news for investors.
Overall, SEBI's guidelines and the work of debenture trustees help keep the debenture market safe and fair for everyone involved. It's like having someone looking out for you when you're making investment decisions.
Disclaimer: This article is for informational purposes only and should not be considered financial advice. Please consult with a qualified financial professional before making any investment decisions. The content of the above article is based on references, learnings and interpretations. Invest Corners does not guarantee the accuracy of the information provided.
Sources:
1. Guide200010.html SEBI
2. Guide200012.html SEBI
3. Dtregu.html SEBI
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