In exercise of the powers conferred by section 11, sub section 2 of section 11A and section 30 of the Securities and Exchange Board of India

5968 GI/202 3 (1) रजिस्ट्री सं. डी.एल.- 33004/99 REGD. No . D. L. -33004/99 EXTRAORDINARY PART III—Section 4 PUBLISHED BY AUTHORITY No. 646] NEW DELHI , WEDNESDAY , SEPTEMBER 20, 2023/ BHADRA 29, 1945 CG-DL-E-20092023-248846 CG-DL-E-20092023-248846 CG-DL-E-20092023-248846 SECURITIES AND EXCHANGE BOARD OF INDIA NOTIFICATION Mumbai, the 19th September , 2023 SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) (FOURTH AMENDMENT) REGULATIONS, 2023 No. SEBI/LAD -NRO/GN/2023 /151. ─In exercise of the powers conferred by section 11, sub -section (2) of section 11A and section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992) read with section 31 of the Securities Contracts (Regulation) Act, 1956 (42 of 1956) , the Securities and Exchange Board of India hereby makes the following regulations to further amend the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, namely: - 1. These regulations may be called the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fourth Amendment) Regulations, 2023. 2. They shall come into force on the date of their publication in the Official Gazette. 3. In the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, after regulation 62, the following shall be inserted, namely, – “Listing of subsequent issuances of non -convertible debt securities 62A. (1) A listed entity, whose non -convertible d ebt securities are listed shall list all non -convertible debt securities, proposed to be issued on or after January 1, 2024, on the stock exchange(s). (2) A listed entity, whose subsequent issues of unlisted non -convertible debt securities made on or befo re December 31, 2023 are outstanding on the said date, may list such securities, on the stock exchange(s). (3) A listed entity that proposes to list the non -convertible debt securities on the stock exchange(s) on or after January 1, 2024, shall list all ou tstanding unlisted non -convertible debt securities previously issued on or after January 1, 2024, on the stock exchange(s) within three months from the date of the listing of the non-convertible debt securities proposed to be listed. (4) Notwithstanding an ything contained in this regulation, no listed entity shall be required to list the following securities: (i) Bonds issued under section 54EC of the Income Tax Act, 1961 (43 of 1961); (ii) Non-convertible debt securities issued pursuant to an agreement en tered into between the listed entity of such securities and multilateral institutions; (iii) Non-convertible debt securities issued pursuant to an order of any court or Tribunal or regulatory requirement as stipulated by a financial sector regulator namely , the Board, Reserve Bank of India, Insurance Regulatory and Development Authority of India or the Pension Fund and Regulatory Development Authority. (5) The securities issued by the listed entity under clauses (ii) and (iii) of sub -regulation (4) shall b e locked in and held till maturity by the investors and shall be unencumbered. (6) A listed entity proposing to issue securities under sub -regulation (4) shall disclose to the stock exchanges on which its non -convertible debt securities are listed, all th e key terms of such securities, including embedded options, security offered, interest rates, charges, commissions, premium (by any name called), period of maturity and such other details as may be required to be disclosed by the Board from time to time.” BABITHA RAYUDU , Executive Director [ADVT. -III/4/Exty./428/2023 -24] Footnotes : 1. The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 were published in the Gazette of India on 2nd September 2015 vide No. SEBI/LAD -NRO/GN/2015 - 16/013. 2. The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, were subsequently amended on: a) December 22, 2015 by the Securities and Exchange Board of India (Listing Obliga tions and Disclosure Requirements) (Amendment) Regulations, 2015 vide notification no. SEBI/LAD -NRO/GN/2015 -16/27. b) May 25, 2016 by Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2016 vide n otification no. SEBI/LAD -NRO/GN/ 2016 - 17/001. c) July 8, 2016 by Securities and Exchange Board of India (Listing Obligations and Disc losure Requirements) (Second Amendment) Regulations, 2016 vide notification no. SEBI/ LAD -NRO/ GN/2016 -17/008. d) January 4, 2017 by Securities and Exchange Board of India (Listing Obligations and Disc losure Requirements) (Third Amendment) Regulations, 2016 vide notification no. SEBI/ LAD -NRO/GN/ 2016 -17/025. e) February 15, 2017 by Securities and Exchange Board of India (Listing O bligations and Disclosure Requirements) (Amendment) Regul ations, 2017 vide notification no. SEBI/LAD/NRO/GN/2016 -17/029. f) March 6, 2017 by the Securities and Exchange Board of India (Payment of Fees and Mode of Payment) (Amendment) Regulations, 2017 vide N otification No. LAD -NRO/GN/2016 - 17/037 read with March 29, 2017 by Securities and Exchange Board of India (Payment of Fees and Mode of Payment) (Amendment) Regulations, 2017 vide notification no. SEBI/LAD/NRO/GN/2016 -17/38. g) May 9, 2018 by the Securities a nd Exchange Board of India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018 vide notification no. SEBI/LAD -NRO/GN/2018/10. h) May 30, 2018 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requir ements) (Second Amendment) Regulati ons, 2018 vide notification no. SEBI/LAD - NRO/GN/2018/13. i) June 1, 2018 by the Securities and Exchange Board of India (Listing Obligatio ns and Disclosure Requirements) (Third Amendment) Regulations, 2018 vide notification No. SEBI/LAD - NRO/GN/2018/21. j) June 8, 2018 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fourth Amendment) Regulations, 2018 vide notification no. SEBI/LAD - NRO/GN/2018/24. k) September 6, 2018 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fifth Amendment) Regulations, 2018 vide notification no. SEBI/LAD - NRO/GN/2018/30. l) November 16, 2018 by the Securities and Exchange Board of India (Listing Obligations and Discl osure Requirements) (Sixth Amendment) Regulations, 2018 vide notification no. SEBI/LAD - NRO/GN/2018/47. m) March 29, 2019 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2019 vide notific ation no. SEBI/LAD -NRO/GN/2019/07. n) May 7, 2019 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Second Amendment) Regulations, 2019, vide notification no. SEBI/ LAD - NRO/GN/2019/12. o) June 27, 2019 by the Secu rities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2019, vide notification no. SEBI/ LAD - NRO/GN/2019/22. p) July 29, 2019 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fourth Amendment) Regulations, 2019, vide notification no. SEBI/ LAD - NRO/GN/2019/28. q) December 26, 2019 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fifth Amendment) Regulations, 2019, vide notification no. SEBI/ LAD - NRO/GN/2019/45. r) January 10, 2020 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2020, vide notification no. SEBI/ LAD -NRO/GN/2020/02. s) April 17, 2020 by the Securities and Exchange Board of India (Regulatory Sandbox) (Amendment) Regulations, 2020 vide no. SEBI/LAD -NRO/GN/2020/10. t) August 5, 2020 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Se cond Amendment) Regulations, 2020, vide notification no. SEBI/ LAD - NRO/GN/2020/25. u) October 8, 2020 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2020, vide notification no. SEBI/ LAD - NRO/GN/2020/33. v) January 8, 2021 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2021, vide notification no. SEBI/ LAD -NRO/GN/2021/02. w) May 5, 2021 by the Securities and Exchang e Board of India (Listing Obligations and Disclosure Requirements) (Second Amendment) Regulations, 2021, vide notification no. SEBI/ LAD - NRO/GN/2021/22. x) August 3, 2021 by the Securities and Exchange Board of India (Regulatory Sandbox) (Amendment) Regulatio ns, 2021 vide notification no. No. SEBI/LAD -NRO/GN/2021/30. y) August 3, 2021 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2021, vide notification no. SEBI/ LAD -NRO/ GN/2021/35 . z) August 13, 2021 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fourth Amendment) Regulations, 2021, vide notification no. SEBI/ LAD -NRO/ GN/2021/42. aa) September 7, 2021 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fifth Amendment) Regulations, 2021, vide notification no. SEBI/ LAD - NRO/GN/2021/47. bb) November 9, 2021 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Sixth Amendment) Regulations, 2021, vide notification no. SEBI/ LAD -NRO/ GN/2021/55. cc) January 24, 2022 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2022, vide notification No. SEB I/LAD -NRO/GN/2022/66. dd) March 22, 2022 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Second Amendment) Regulations, 2022, vide notification No. SEBI/LAD -NRO/ GN/2022/76. ee) April 11, 2022 by the Securities and Exchange Board of India (Listing Obligations and Disc losure Requirements) (Third Amend ment) Regulations, 2022, vide notification No. SEBI/LAD - NRO/GN/2022/79. ff) April 25, 2022 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fourth Amendment) Regulations, 2022 vide notification No. SEBI/LAD -NRO/ GN/2022/80. gg) July 25, 2022 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fifth Amendment) Regulations, 202 2 vide notification No. SEBI/LAD -NRO/ GN/2022/88. hh) November 14, 2022 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Sixth Amendment) Regulations, 2022 vide notification No. SEBI/LAD -NRO/ GN/2022/ 103. ii) December 05, 2022 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Seventh Amendment) Regulations, 2022 vide notification No. SEBI/LAD -NRO/ GN/2022/109. jj) January 17, 2023 by the Securiti es and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2023 vide notification No. SEBI/LAD -NRO/GN/ 2023/117. kk) February 7, 2023 by the Securities and Exchange Board of India (Paymen t of Fees and Mode of Payment) (Amendment) Regulations, 2023 vide notification No. SEBI/LAD -NRO/GN/2023/121. ll) June 14, 2023 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Second Amendment) Regulations, 2023 vide notification No. SEBI/LAD - NRO/GN/2023/131. mm) July 4, 2023 by the Securities and Exchange Board of India (Alternative Dispute Resolution Mechanism) (Amendment) Regulations, 2023 vide notification No. SEBI/LAD –NRO/GN/2023/137. nn) August 23, 2023 by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2023 vide notification No. SEBI/LAD -NRO/ GN/2023/149. 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