CAIRR Update January 25, 2024

25/01/2024

Summary of the MCA Notification dated 24/01/2024.

This notification is integrated in our free-to-use website ca2013.com.

Introduction of Companies (Listing of equity shares in permissible jurisdictions) Rules, 2024.

MCA vide this notification has introduced the Companies (Listing of equity shares in permissible jurisdictions) Rules, 2024 with immediate effect. 

For the purpose of this rule, Permissible Jurisdiction means International Financial Services Centre in India and Permitted Stock Exchange means India International Exchange, NSE International Exchange.

1. Applicability- The provisions of these rules are applicable only to

    • unlisted public companies
    • listed public companies, as long as they are in accordance with regulations framed or directions issued in this regard by the Securities and Exchange Board or the Authority, which issue their securities for the purposes of listing on permitted stock exchanges in permissible jurisdictions.
2. Following companies shall not be eligible to issue its equity shares for listing in accordance with the said rules-

   • Section 8 companies, Nidhi companies under Section 406 of the Companies Act, 2013 (“The Act”);

   • Company limited by guarantee and having share capital;

   • has any outstanding deposits accepted from the public as per Chapter V of the Act;

   • has a negative net worth;

   • has defaulted in payment of dues to any bank or public financial institution or NCD holder or any other secured creditor. This shall not apply if the default has been made good and two years had lapsed since then;

   • has applied for winding-up or for resolution or winding-up under the IBC, 2016 (31 of 2016) and in case any of its proceedings are pending;

   • In case a company has defaulted in filing of annual return or financial statement within due timelines.
3. An eligible public company not having partly paid-up shares can issue equity shares (including offer for sale of equity shares by existing shareholders) for the purposes of listing on a stock exchange in a permissible jurisdiction. Such a company shall file the prospectus in e-Form LEAP-1 specified in the Second Schedule of the said Rules within 7 days after the same has been finalised and filed in the permitted exchange.
4. Post listing of its equity shares on any of the stock exchanges in a permissible jurisdiction, the company shall comply with IND-AS in preparation of their financial statements, in addition to any other accounting standard, as may be applicable.
5. Listing of equity shares on permitted stock exchanges in permissible jurisdiction by an unlisted public company which also intends to get its equity shares listed with any recognized stock exchange shall also comply with the conditions as may be specified by the SEBI.

Click here to view the MCA Notification.