Independent peer reviewed practicing Company Secretary can also provide certificate in case allotment of securities to more than 49 and up to 200 investors in a financial year

Securities and Exchange Board of India

CFD/DIL3/CIR/P/2016/53

May 03, 2016

To

All Recognised Stock Exchanges

Dear Sir/Madam,

Sub: Procedure to deal with cases prior to April 01, 2014 involving offer / allotment of securities to more than 49 and up to 200 investors in a financial year.

1. SEBI, vide circular No. CIR/CFD/DIL3/18/2015 dated December 31, 2015, prescribed the procedure to deal with cases involving offer / allotment of securities to more than 49 and up to 200 persons.

2. Para 7 of the Circular provides for submission of a certificate from an independent peer reviewed practicing Chartered Accountant certifying compliance as prescribed in the circular.

3. It has now been decided that the certification as provided in Para 7 of the Circular dated December 31, 2015 may also be provided by an independent peer reviewed practicing Company Secretary.

The Stock Exchanges are advised to bring the provisions of this circular to the notice of listed entities and also to disseminate the same on their websites.

Yours faithfully,

Narendra Rawat

Deputy General Manager

+91-22-26449383 narendrar@sebi.gov.in

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