In continuation to what we reported earlier, the Securities and Exchange Board of India (“SEBI”) has finalised the Circular on the “Audiovisual (AV) representation of disclosures made in the Public Issue Offer Documents” basis the comments received from various stakeholders.
Now, the disclosures made in the Draft Red Herring Prospectus (“DRHP”) and Red Herring Prospects (“RHP”) of public issues must be made available in Audio Visual (“AV”) format for ease in understanding of the salient features of public issue documents.
Additionally, the AV must be prepared and placed in public domain by Lead Manager to the public issue on main board which must initially be in bilingual version i.e. English and Hindi. The Hindi version shall contain the text in Devanagari script.
The contents in AV must follow the provided guidelines:
- It must comply with the advertisement code prescribed by SEBI under Schedule IX of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.
- It must contain the following disclaimer to investors –
“Investors are advised not to rely on any other document, content or information provided in respect to the public issue on the internet/online websites/social media platforms/micro-blogging platforms by finfluencers.
Investors are advised to rely only on the information contained in the Offer document and Price Band Advertisement for making investment decision.”
- The duration of each bilingual version of the AV must be approximately 10 minutes.
- The total duration of the AV must be equitably distributed among the material disclosures made under various sections of the public issue offer document viz. risk factors, capital structure, objects of the offer, business of the issuer, financial information, litigations and material developments etc.
- The content of the AV must be factual, non-repetitive and non-promotional in nature and must not be misleading in any manner.
The AV must be uploaded on the website of the Issuer and Association of Investment Bankers of India (“AIBI”) within 5 working days of the filing of DRHP with SEBI. In case of pre-filing of draft offer document, the AV must be made available within 5 working days of filing Updated DRHP. It must be made available in digital/ social media platforms of the Issuer and AIBI.The web link of the said AV must be made available on the websites of Stock Exchanges and the concerned Lead Managers and must also be accessible from the QR code pertaining to the public issue.
Additionally, the AV must be updated with information disclosed in RHP/ Prospectus and price band advertisement including details of the issue opening/closing date, price/ priceband etc., and uploaded on the date of publication of the price band advertisement or the date of filing of prospectus (in case of fixed price issues).
Lead Manager(s) to the public issue must be jointly responsible for the content and information made available in the AV.
The Circular is applicable to all DRHP filed with SEBI
- On or after July 01, 2024 on Voluntary basis;
- October 01, 2024 onwards on Mandatory basis;
Please refer to the hyperlink for a detailed read of the Circular.
Source: Securities and Exchange Board of India
