SEBI vide circular dated November 17, 2022 has issued clarification regarding implementation of Scheme(s) of Arrangement by entities who have listed their Non-convertible Debt securities(NCDs)/Non-convertible Redeemable Preference shares (NCRPS). The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 was amended to provide that the listed entity that has listed NCDs or NCRPS, which intends to undertake a scheme of arrangement or is involved in a scheme of arrangement shall file the draft scheme with Stock Exchange(s)for obtaining the No-Objection Letter, before filing such scheme with any court or Tribunal.
An entity that has listed only NCDs/ NCRPS, shall file the draft scheme of arrangement along with fees as specified in Clause 2 of Schedule XI of the Listing Regulations. In case an entity has listed both specified securities and NCDs/ NCRPS, a single filing of the draft scheme of arrangement would suffice.
