The Securities and Exchange Board of India (‘SEBI’) has amended the SEBI (Issue and Listing of Non-Convertible Securities) Regulations, 2021 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI LODR Regulations’), by way of Notifications dated July 8, 2024 (‘Notifications’). The Notifications have inserted an obligation on issuers of listed non-convertible debt securities to fix a record date of 15 days for the payment of interest, dividend and redemption or repayment amount or for any other corporate action. Further, debenture trustees are now required to furnish a due diligence certificate to SEBI, the stock exchanges and on their websites, in certain prescribed formats, at the time of filing the draft offer document, and additionally, at the time of filing the listing application in case of a public issue of debt securities and at the time of filing the listing application in case of a privately placed issue of debt securities. Separately, issuers whose non-convertible securities are listed as on the date of filing of the offer document or placement memorandum, may provide only a web-link and a static quick response code of the audited financial statements in the offer document or placement memorandum subject to certain prescribed conditions. Further, for non-convertible securities outstanding as on the date of the Notifications, the listed entity is required to obtain the prior approval from the debenture trustee. Further, in case of any issuances after the date of the Notifications, the listed entity is required to either make a disclosure in the offer document regarding the window advertisement in the newspapers or obtain prior approval from the debenture trustee.