The following securities are issued by different companies:- Company Securities Issued Preshth Ltd. Listed non-convertible redeemable preference…
CA Intermediate · Corporate and Other Laws · RTP · September 2026
The following securities are issued by different companies:- Company Securities Issued Preshth Ltd. Listed non-convertible redeemable preference shares issued on private placement basis in terms of SEBI (Issue and Listing of Non-Convertible Redeemable Preference Shares) Regulations, 2013. Module Ltd. Listed non-convertible debt securities issued on private placement basis in terms of SEBI (Issue and Listing of Debt Securities) Regulations, 2008. Perfect (P) Ltd. Listed non-convertible debt securities issued on private placement basis on a recognized stock exchange in terms of SEBI (Issue and Listing of Debt Securities) Regulations, 2008. It is also informed that equity shares issued by the Preshth Ltd. and Module Ltd. are not listed in any of the recognized stock exchanges. In the context of aforesaid facts, analyse, whether the companies mentioned in the table can be considered as listed company(ies)?
Suggested Answer and Working Notes:
According to section 2(52) of the Companies Act, 2013, listed company means a company which has any of its securities listed on any recognised stock exchange; Provided that such class of companies, which have listed or intend to list such class of securities, as may be prescribed in consultation with the Securities and Exchange Board, shall not be considered as listed companies. According to rule 2A of the Companies (Specification of definitions details) Rules, 2014, the following classes of companies shall not be considered as listed companies, namely:- (a) Public companies which have not listed their equity shares on a recognized stock exchange but have listed their – (i) non-convertible debt securities issued on private placement basis in terms of SEBI (Issue and Listing of Debt Securities) Regulations, 2008; or (ii) non-convertible redeemable preference shares issued on private placement basis in terms of SEBI (Issue and Listing of Non-Convertible Redeemable Preference Shares) Regulations, 2013; or (iii) both categories of (i) and (ii) above. (b) Private companies which have listed their non-convertible debt securities on private placement basis on a recognized stock exchange in terms of SEBI (Issue and Listing of Debt Securities) Regulations, 2008; (c) Public companies which have not listed their equity shares on a recognized stock exchange but whose equity shares are listed on a stock exchange in a jurisdiction as specified in sub-section (3) of section 23 of the Act. In view of the facts of the question and the provisions of the Act, Company Name Analysis and Conclusion Preshth Ltd. Equity shares issued by the company are not listed. However, the company has issued listed non-convertible redeemable preference shares issued on private placement basis in terms of relevant SEBI Regulations, which falls in the exceptions to the listed company, and accordingly, Preshth Ltd. shall not be considered as a listed company. Module Ltd. Equity shares issued by the company are not listed. However, the company has issued listed non-convertible debt securities issued on private placement basis in terms of relevant SEBI Regulations which falls in the exceptions to the listed company, and accordingly, Module Ltd. shall not be considered as a listed company. Perfect (P) Ltd. The company has issued listed non-convertible debt securities issued on private placement basis on a recognised Stock Exchange in terms of relevant SEBI Regulations which falls in the exceptions to the listed company and accordingly, Perfect (P) Ltd. shall not be considered as a listed company.
Topics: Preliminary
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