Sebi unveils sweeping capital market revamp
Mumbai, Sept. 13 -- India's markets regulator on Friday unveiled a sweeping package of reforms designed to galvanize the capital markets by making fundraising easier, liberalizing listing norms for large companies, and tightening governance across key institutions, including stock exchanges.
The decisions, taken at a Securities and Exchange Board of India (Sebi) board meeting, will reshape everything from mega listings and related-party transactions to the way stock exchanges, brokers, and investment advisors are regulated.
In a move to attract marquee listings, Sebi has eased stake dilution norms for very large companies with market capitalisation more than Rs.50,000 crore and broadened the investor base.
Then, the regulator has overhauled corporate governance rules, replacing a flat turnover threshold for related-party transactions with a turnover-linked framework. The change will cut routine approvals for large firms while making boards more accountable for substantive deals. Further, Sebi has given equity status to real estate investment trusts (REITs) and infrastructure investment trusts (InvITs), allowing mutual funds to invest in them in equity schemes and widening access to foreign and institutional investors to boost liquidity.
The regulator has also eased rules for investment advisers and research analysts by simplifying registration, relaxing qualifications, and allowing them to share verified performance data. They can also give second opinions on assets and charge up to 2.5% annually with client consent, lowering entry barriers while ensuring accountability.
Companies with a post-issue market capitalization between Rs.50,000 crore and Rs.1 trillion can now have a minimum issue size of Rs.1,000 crore plus 8%, and will have five years to meet the 25% minimum public shareholding (MPS) rule. Previously, such companies fell under a broader category (market cap above Rs.4,000 crore), which required a higher minimum public offer of 10% and a shorter timeline of three years to achieve the 25% MPS. For firms valued above Rs.1 trillion, the dilution requirements and timelines for MPS have been further relaxed.
For market cap of Rs.1-5 trillion, the minimum public offer is Rs.6,250 crore plus at least 2.75% of the post-issue market cap. For market cap above Rs.5 trillion, the minimum public offer is Rs.15,000 crore plus at least 1% of the post-issue market cap, with a minimum dilution of 2.5%. For both tiers, if public shareholding is under 15% at the time of listing, the company has five years to reach 15% MPS and 10 years to reach 25%. If it is 15% or higher, the company has five years to reach the 25% MPS mark....
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