Listing and trading of warrants

SEBI/CFD/DIL/SE/2008/08/12

December 8, 2008

Exchanges

Dear Sirs,

Sub.: Listing and trading of warrants issued as part of a Qualified Institutions

Placement (QIP) being a combined issuance of Non-convertible

Debentures with Warrants

1. SEBI has, vide circular no. SEBI/CFD/DIL/DIP/33/2008/08/12 dated December

8, 2008, amended the SEBI (Disclosure and Investor Protection (DIP))

Guidelines, 2000 to permit a listed company to make a combined offering of

Non-convertible Debentures (NCDs) with warrants through the QIP

mechanism, in terms of the provisions of Chapter XIII-A of the Guidelines.

2. NCDs and warrants issued pursuant to a combined offering as mentioned

above, can be listed and traded separately. No relaxation from the applicability

of the provisions of Rule 19(2)(b) of the Securities Contracts (Regulation)

Rules, 1957 (SCRR) shall be required for listing of the NCDs, as this relaxation

is available pursuant to Regulation 22(b)(i) of the SEBI (Issue and Listing of

Debt Securities) Regulations, 2008. However, for listing and trading of the

warrants, relaxation from the applicability of the provisions of the Rule 19(2)(b)

of SCRR is required.

3. The minimum contract value for trading of NCDs/ warrants has been set at

Rs.1 lacs.

4. The amendments made vide this circular shall come into force with immediate

effect.

Neelam Bhardwaj

General Manager

Corporation Finance Department

Division of Issues and Listing

Phone: +91 22 2644 9350 (D), +91 22 2644 9000 (Extn: 9350)

2

5. This circular is issued in exercise of powers conferred by sub-section (1) of

Section 11, read with sub-section (2) of Section 11A of the Securities and

Exchange Board of India Act, 1992, to protect the interests of investors in

securities and to promote the development of, and to regulate the securities

market.

categories “Legal Framework” and “Issues and Listing”.

Yours faithfully,

Neelam Bhardwaj