Sebi issues model listing agreement for debt issuances

The Securities and Exchange Board of India (Sebi) has decided that listing of all manner of debt securities, irrespective of the mode of issuance, shall be done through a separate listing agreement.

This will cover all debt issuances whether issued on private placement basis or through public or rights issue. Earlier a separate listing agreement was stipulated only for privately placed debt.

Sebi has also set out a model listing agreement for debt securities. "The agreement may be used for listing of all debt securities issued by an issuer irrespective of mode of issuance," a Sebi circular said.

The model agreement has three parts. Part I contains clauses which have to be complied by all issuers irrespective of mode of issuance, Part II contains clauses which has to be complied with only if the debentures are issued either through public or rights issue and Part III contains clauses which are required to be complied with only if the debentures are issued on private placement basis.

In case of issuers whose equity shares are listed and which have already entered into a listing agreement for its equity shares, clauses of equity listing agreement shall have an overriding effect over the debenture listing agreement, in case of inconsistency, if any.

The model agreement is meant to list the debentures issued by all entities except supra national organisations like Asian Development Bank, World Bank and others.

It may be recalled that last year Sebi proposed listing of debt issuances on a voluntary basis while Reserve Bank of India made it mandatory for banks and other entities regulated by it to invest only in publicly traded debt securities.