Private Equity Funds Procedure and Restrictions

758 votes

Yes, corporate approvals are generally required for a portfolio company to issue shares and debentures, especially when dealing with foreign investment or specific types of investors. While some investments may fall under the automatic route, others require approvals from the Reserve Bank of India (RBI) or the Government of India.

Advocate Pankaj Bajaj LawRato

729 votes

A venture capital investor is a person or entity who provides money to startups or growing businesses either by buying shares or through debt instruments like convertible debentures which act like loans but can later be converted into shares instead of repayment in cash Under the Companies Act 2013 when a company raises capital through private placement it must make full disclosures to the government and investors including issuing an offer letter in Form PAS 4 explaining the purpose use of funds business details and financial status After allotment the company must file Form PAS 3 within 30 days with the Registrar of Companies If shareholder approval is required an explanatory statement must be circulated to them For listed companies SEBI regulations must be followed including rules on pricing lock in periods and disclosures Legal compliance includes Section 42 limiting placements to 200 persons in a financial year Section 62 requiring valuation by a certified professional and FEMA for foreign investors Companies must issue shares at fair market value and report receipts using Form FC GPR within 30 days Investment in restricted sectors like atomic energy or gambling is prohibited Board and shareholder approval by special resolution is necessary Existing investors with rights like pre-emption or tag along may need to consent Stamp duty register maintenance and SBO disclosure rules also apply For debentures if they qualify as external commercial borrowings RBI guidelines must be followed and NCLT approval may be needed if rights are affected

Advocate Sristi Nimodia LawRato