Sebi to relax `Muni Bond' norms to allow related entities
12 August 2019
Market regulator Securities and exchange Board of India (Sebi) plans to ease norms for 'Muni Bonds' to help municipalities registered as smart cities as also other registered entities working in areas of city planning and urban development work raise funds through issuance and listing of their debt securities.
Sebi had issued Listing of Debt Securities by Municipalites (ILDM) Regulations nearly five years ago and since then seven municipalities have raised nearly Rs1,400 crore by issuing debt securities, commonly known as 'Muni Bonds'.
The regulator now proposes to expand the number of eligible entities allowed to use this route by including special purpose vehicles set up under the central government's ambitious 'Smart Cities Mission'.
The Sebi board is expected to approve these changes at its meeting later this month, officials said.
Sebi had initiated a public consultation process in June proposing certain amendments to these norms. After taking into account the feedback, the regulator has now decided to amend the regulations to provide a greater flexibility in fund raising and for strengthening the investor protection.
Under the current regulations, this fund-raising route is only available to the issuers defined as a municipality under the relevant articles of the Constitution of India or corporate municipal entities set up as a subsidiary of a municipality for the purpose of raising funds for a specific municipality or a group of those.
Sebi is now proposing to allow issuance of 'Muni Bonds' also by other entities such as entities or bodies like urban development authorities and city planning agencies that perform functions similar to a municipality such as planning and execution of urban development projects.
Since such entities are not defined as a municipality under the Constitution, they have not been able to raise funds from the market through Muni Bonds so far.
Besides, Sebi also plans to allow this route for other structures where a group of municipalities pool their resources together to jointly raise funds through issuance of bonds. These structures are generally known as Pooled Finance Development Funds.
In addition, the regulations would also be amended to allow fund-raising through Muni Bonds by special purpose vehicles set up for implementing the smart city projects.
These SPVs undertake functions like ensuring adequate water supply, sanitation, sustainable and inclusive development of cities etc, thus performing tasks similar to that of municipalities.
The regulator is now proposing that any entity incorporated under the Companies Act, or any statutory body or board, authority, trust or agency established nor notified by an Act of Parliament or an Act of the State Legislature or any SPC notified by the state or central government or any structure set by a state government under the Pooled Finance Development Fund would be eligible to issue Muni Bonds, provided they undertake one or more functions of a municipality.
Sebi is also proposing changes relating to accounting, auditing and disclosure of financial statements to take into account the expanded list of eligible entities and the requirements of such entities to get their accounts audited by the Comptroller and Auditor General of India (CAG) and approved by various authorities.
Besides, Sebi plans to relax norms relating to creation of escrow accounts and do away with requirements for appointing a monitoring agency and establishing a separate project implementation cell.
Also, the existing regulations allow issuance of only revenue bonds with a minimum tenure of three years and maximum five years, if it is a public issue. This clause has been proposed to be dropped.
In case of private placement, the minimum subscription amount per investor is currently Rs25 lakh, which is being proposed to be reduced to Rs10 lakh to align it with the regulations for corporate bonds.
In another proposal, a private placement offer can be made to up to 200 persons in one financial year, but this limit would not apply to an invitation to qualified institutional investor.
Besides, the filing of draft offer and the final offer document with Sebi have been proposed for private placements as well, in addition to public issues.