Sebi issues framework on 25% borrowing via corporate bonds for large cos

In case a large corporate is unable to comply with the requirement, Sebi said such entities will have to provide an explanation for such shortfall to the stock exchanges in a prescribed manner.

Sebi issues framework on 25% borrowing via corporate bonds for large cos

New Delhi: To deepen the corporate bonds market, Sebi Monday came out with a framework that will require a large corporate to raise 25 percent borrowings through this route from next fiscal.

In case a large corporate is unable to comply with the requirement, Sebi said such entities will have to provide an explanation for such shortfall to the stock exchanges in a prescribed manner.

For the entities following April-March as their financial year, the framework will come into effect from April 1, 2019, and for the firms which follow calendar year as their financial year, the guidelines will become effective from January 1, 2020.

"A listed entity...Shall be considered as a Large Corporate (LC) and such a LC shall raise not less than 25 percent of its incremental borrowing during the financial year... By way of issuance of debt securities," Sebi said in a circular.

Defining a large corporate, Sebi said such firms need to have an outstanding long-term borrowing of at least Rs 100 crore; a credit rating of 'AA and above; and target to finance themselves with long-term borrowings (above 1 year).

The guidelines come after a proposal was made in Budget 2018-19 that Sebi would consider mandating, beginning with large corporates, meeting about one-fourth of the companies' financing needs from the bond market.

This is part of an effort to reduce reliance on banks for financing corporates and simultaneously developing a liquid and vibrant corporate bond market.

From the financial year 2021-22, Sebi said that the requirement of mandatory borrowing by a large corporate in a financial year will need to be met over a contiguous block of two years.

Further, at the end of the block, if there is any deficiency in the requisite bond borrowing, a monetary penalty of 0.2 percent of the shortfall will be levied and the same will be paid to the stock exchange.

A listed entity, identified as an LC, will have to disclose the fact that they are identified as an LC to the exchanges, within 30 days from the beginning of a financial year.

Besides, it needs to disclose details of the incremental borrowings done during the financial year within 45 days of the end of the financial year.

These disclosures will have to be certified both by the company secretary and the chief financial officer of the company and also form part of audited annual financial results of the entity.

With regard to responsibilities of exchanges, Sebi said bourses will have to collate the information about the companies disclosed on their platform and submit the same to the regulator within 14 days of the last date of submission of annual financial results.

In the event of a shortfall in the requisite borrowing, exchanges will collect the fine and the penalty so collected will be remitted by the bourse to Sebi's Investor Protection and Education Fund (IPEF) within 10 days from the end of the month in which the fine was collected.

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