COMPANIES (ISSUE OF GLOBAL DEPOSITORY RECEIPTS) RULES, 2014 NOTIFICATION NO. GSR 252(E) [F.NO.1/21/13-CL-V], DATED 31-3-2014
rules · 1992 · State unknown
Parent: THE SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992 (7c4c1f5343adab106c3a94cafc08a5ecf5957ae7)
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COMPANIES (ISSUE OF GLOBAL DEPOSITORY RECEIPTS) RULES, 2014 NOTIFICATION NO. GSR 252(E) [F.NO.1/21/13-CL-V], DATED 31-3-2014 In exercise of the powers conferred by section 41 read with 469 of the Companies Act, 2013, the Central Government hereby makes the following rules, namely:— Short title and commencement (1) These Rules may be called Companies (Issue of Global Depository Receipts) Rules, 2014. They shall come into force on the 1st day of April, 2014. Definitions (1) In these Rules, unless the context otherwise requires,— (a) "Act" means the Companies Act, 2013 (18 of 2013); (b) "Section" means section of the Act; (c) "Scheme" means the Foreign Currency Convertible Bonds and Ordinary Shares (Through Depository Receipt Mechanism) Scheme, 1993 or any modification or reenactment thereof; (2) The Words and expressions used in these rules but not defined and defined in the Act or in the Companies (Specification of definitions details) Rules, 2014 or in the Foreign Currency Convertible Bonds and Ordinary Shares (Through Depository Receipt Mechanism) Scheme, 1993 shall have the meanings respectively assigned to them in the Act or in the said rules or scheme. Eligibility to issue depository receipts A company may issue depository receipts provided it is eligible to do so in terms of the Scheme and relevant provisions of the Foreign Exchange Management Rules and Regulations. Conditions for issue of depository receipts (1) The Board of Directors of the company intending to issue depository receipts shall pass a resolution authorising the company to do so. The company shall take prior approval of its shareholders by a special resolution to be passed at a general meeting: Provided that a special resolution passed under section 62 for issue of shares underlying the depository rRule TOC
5 · (1) The depository receipts can be issued by way of public offering or private placement or in any other manner prevalent abroad and may be listed or traded in an overseas listing or trading platform.
6 · (1) A holder of depository receipts may become a member of the company and shall be entitled to vote as such only on conversion of the depository receipts into underlying shares after following the procedure provided in the Scheme and the provisions of this Act.
7 · The proceeds of issues of depository receipts shall either be remitted to a bank account in India or deposited in an Indian bank operating abroad or any foreign bank (which is a Scheduled Bank under the Reserve Bank of India Act, 1934) having operations in India with an agreement that the foreign bank having operations in India shall take responsibility for furnishing all the information which may be required and in the event of a sponsored issue of Depository Receipts, the proceeds of the sale shall be credited to the respective bank account of the shareholders.
8 · (1) A company which has issued depository receipts prior to commencement of these rules shall comply with the requirements under these rules within six months of such commencement.
