Offer of Indian Depository Receipts

Notwithstanding anything included in the central government may create rules applicable for:

The provider of Indian Depository Receipts

The need of disclosures in letter or prospectus of offer provided in connection with Indian Depository Receipts.

The method of sale, transmission or transfer of Indian Depository Receipts, by a company registered or to be formed outside India, whether the company has or has not started or will not started any place of business in Coimbatore.

 Indian Depository Receipts (IDRs)

For the purposes of section 390, no company registered or to be registered outside India, whether the company has or has not started or may or may not start, any location of business in India, shall create an Issue of Indian Depository Receipts, unless such company registration follows with the rules specified under this rule, in addition to the SEBI.

For the causes of this rule, the name “Indian Depository Receipt” means any instrument in the form of depository receipt produced by a Domestic Depository in India and permitted by a company registered outside India creating an issue of such depository receipts.

The issuing company shall not issue IDRs unless:

Its pre-issue free reserves and paid-up capital are at least 50 million US $.

It has been continuously trading on a stock exchange in its home or parent country (the country of registration of such company) for at least three instantly prior years.

It has a trail record of distributable profits in terms of section 123 of the act, for at least of three out of instantly five years.

It manages such other making criteria as may be laid down by the SEBI from time to time in this behalf.

The issuing company shall follow the following plan for creating an issue of IDRs. One or more suitable company registration is needed to provide these issues.

The issuing company shall need to obtain required approvals or exemptions from the relevant registration of countries under the suitable laws associating to provide of IDRs and capital.

Issuing company shall get initial written confirmation from the SEBI on an application made in this behalf for providing of IDRs on with the issue size.

An application under section (b) shall be made to the SEBI at least 90 days prior to the opening date of the IDRs issue. Provided that the issuing company shall also register with the SEBI through a merchant banker.

The SEBI may within a period of 30 days of receipt of an application under clause (c). Such other information may call and explanations may consider compulsory. For allocation of such application and shall discard the application within 30 days of receipt of explanation or information.

The SEBI describes any changes to be made in the draft programmes. The prospectus shall not be registered with the SEBI or ROC unless such changes have been registered therein.

The providing company shall on confirmation being allowed by the SEBI to an application under clause (b), pay to the SEBI an issue “fee as may be described from time to time by the SEBI.

The private company shall register a prospectus, verified by two authorized signatories of the providing company, one of whom shall be a whole-time director and other may Chief Financial Officer, declaring the specific of the decision of the board by which it was confirmed with SEBI and ROC, Coimbatore.

Provided that at the time of registering of said programmes with the ROC, Coimbatore, a copy of confirmation permitted by the SEBI and the declaration of “ fees paid by the issuing company to the SEBI”.

The programme to be registered with the SEBI and the ROC, Coimbatore shall include the particulars as specified in sub-rule (8). It shall be signed by all the total directors of the providing company.

The providing company shall select Merchant Banker, an overseas custodian bank, a Domestic Depository and for the reason of issue of IDRs.

The issuing company may select underwriters registered with the SEBI to support the issue of IDRs.

The issuing company shall get their stock exchanges having overall trading stations in Coimbatore.

The merchant banker to the issue of IDRs shall present for registration the following information or documents to the SEBI and ROC at Coimbatore, namely:

Instrument constituting or explaining the constitution of the issuing company.

The provisions or enactments having the force of law by or under which the registration of the providing company was performed, a copy of such terms attested by an officer of the company be attached.

If the issuing company has its principal office in Coimbatore.

If the providing company does not start a main place of business in India, an address in Coimbatore where the said instrument, provision or enactments or copies thereof are available for public examination. A verified copy of the certificate of company registration of the issuing company in the country in which it is registered.

An application form can be provided without the memorandum as mentioned in clause (a). If it is issued in connection with an invitation to enter into a confirming agreement with respect to the IDRs.

The terms for subscription of IDRs of the providing company which contains a statement purporting to be made by a professional shall not be issued, circulated or distributed in India or abroad. The condition of the act shall use for all liabilities for mis-statements in lists or punishment for fraudulently creating persons to invest money in IDRs.

The persons manage for issue of the catalogue shall not cause any liability by reason of any non-compliance with or infringement of any condition of this rule, if:

As considers any matter not published, he validates that he had no knowledge thereof under any registration.

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