Notification, 1998

Text

Reproduced from the document India Code holds for this instrument. The Gazette prints Hindi and English side by side and this is the English; the Department's own PDF remains the authority.

£he (Baaette of «3ndia

EXTRAORDINARY

PART II—fltalm 3—S*it>-«ct»« < i)

PUBLISHED BY AUTHORITY

No- «81 NEW DELHI, WEDNESDAY, SOVEMBER 11.199S/KARTIKA 20, 1920 Nftogn

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MINISTRY OF SCIENCE AND TECHNOLOGY

(Departaacat or SdesK* and TccsusoWgy) ' * NOTIFICATION New Defci, the lOth November. IV9S G A R , i # l ( I ) III txafrbe of die powers conferred by sub-section (2) of section 22 of the Technology Development Board Act, I f f l ^ M m f t J ) , raid with clause (a) of section <i, tte Technology Development Board hereby makes the follow-

(1) TTim f lpfWnni may be called the TechnofcHy Developsnesrf Board (equity capital) Regulations. 1998

(2) TUy IrWHtWIW Into force on the date of thea puhlkation m the Official Gazette In thaaa rtfulajjtftt, Unlo* me context oncrwiac requires :—

(a) "Aef BfctaM 4 M Technology Development Board Act. 1995 (44 of 1995).

(b) "Board" MMM tM Technology Development Board constituted under sub-section ( I ) of section 3 of the Act;

(c) "Board of dtracaori", in relation to a company, means the Board of directors of the company ;

(d) "Company" miasm a company as defined in section 3 of the Companies Act 1956 (I of 1956);

(c) "Dlractof Include* »ny person occupying the position of director, by whatever name called .

(f) "Paid-up oaphal" or "capital paid-up" includei capital credited as paid-up ;

(g) u Shtn H maanj ahtre u\ the share capkai of a company, and includes stock except where a distinction between stock and shares U expressed or implied ; *

(h) All Other words and expressions used in Oaese recusations, but defined in the Act or the Research and Develop­ ment Cess Act, 1986 (32 of 19*6) shaM have the meanings respectively assigned to them in those Acts.

3. Equity participation :

(1) The Board may provide financial assistance by way of equity capitalto an industrial concern, being a company. on its commencement, start-up and/or growth stages according to die requirements as assessed by the Board and keeping in view the debt-equity ratio of tf »e industrial concern. n t & •

(2) Hie Board may invest in equity shares of a company upto 25 per cent of the project cost, including margin money for working capital, provided such investment docs not exceed the capital paid-up by ihe promoters.

(3) The Board may, after examining the application of the company and after making such enquiries as It deems necessary by order in writing, either approve the equity participation or refuse to approve the some. 4 I'rc-subecriptioa cwtdit&M :

(1) The promoters should have subscribed and fully paid up their portion of the share capital in the company.

(2) The promoters of die company shall pledge shares to the Board of a value equal to the equity subscription by the Board in the company.

(3) The promoters, directors and shareholders of the company, shall uiKkrtaka Vo bring in (\snds in the form of additional share capital/unsecured loans and/or deposits, if and when required, to cover any cost overrun of the project or any shortfall thai may arise in financing the project and for working capital on terms and conditions acceptable to the Board.

(4) The promoters, directors and shareholders referred to (3) above shall undertake nol to withJiaw from tho company any unsecured loams.) and deposits brought by them as per (iii) above witiiout prior written approval of the Board as long as the Board holds shares in the company

(5) In the event of any overrun in die cost of the project or shortfall m die means of finance or in case the company incurs any cash losses, the Board shall not be liable to finance any such overruns, shortfalls, cash losses; nor shall the Board subscribe to any additional capital for mis purpose If the financial institutions providing financial or odier assistance for the project, stipulate dial any guarniteesAindertakings be furnished by the promoters of die company, the Board shall not be liable to provide any such guarantee including 'no default guarantee' or undertaking.

(6) The company shall not recognise or register any transfer of shares in the company's capital made or to be made by the promoters and such other persons as may be specified by the Board. The company shall obtain and furnish to die Board suitable undertakings from sudi persons as may be specified by the Board for giving effect to the stipulations.

5. Issue of share certificates :

(1) The company shall issue, at par, its share certificates to the Board, equivalent to the amount subscribed, by way of equity capital, by the Board. No brokerage shall be charged by the company on such issue.

6. Utilisation of subscription amount :

(1) The company shall earmark this subscription amount of t ie Board solely for the project and covenants that the capital goods and services acquired from the subscription amount shall be used exclusively for implementing the project 7 Nominee directors :

{1) The Board shall have die right to nominate, from t«ne to time, a person or persons to be a director or directors on the Board of directors of the company; such directors) is (are) hereinafter referred to as 'nominee directors) ' .

(2) The 'nominee directors) ' shall not be required to hold qualification shares and shall not be liable to retire by rotation.

(2) The 'nominee directors) ' shall be entitled to all the rights and privileges of other directors) including the sitting fees and expenses as payable to other directors) but if any other fees, commission, monies or remunera­ tion in any form is payable to die directors), the fees, commission, monies or remuneration in relation to such nominee directors) shall accrue to die Board and the same shall accordingly be paid by the company directly to die Board. Any expenditure incurred by die Board or the nominee director's) in connection with his appoint­ ment or directorship be borne by the company

(4) If, at any time, die nominee directors) is (are) not able to attend a meeting of die Board of directors or any of its committees of which he is a member, die Board may depute an observer to attend the meeting. The expenses incurred by the observer in this connection shall be borne by die company.

8. Disinvestment by the Board :

(1) The company shall get its equity shares lisled with the Stock Exctumge(s)/Over The Counter Exchange of India (OTCEI).

M

(2) The Board may, in its discretion, disinvest us shareholdints sa the company after three years of completion of the project by the company or after five yean from the d»c of subscript ion.

(3) The Board shall dispose of its shares at th,: market value if the shares are listed.

(4) If the shares arc not lined, the price, at which die shares may be disposed of by the Board, shall normally be arrived at by taking dx mnnum yield of 10 per oast per annum or on the basis of the net asset value of the share, as may be considered prudent by tbc Board.

(5) The first optioa to buy bade the Board's shares shall be given to the promoters of the company.

9. Contractual formality :

(I) In every caaa of equity participation by tbc Board, die company concerned shall be required to enter into a formal agreement with the Board stipulatatg die various terms and conditions, including the returns to be aubcaitted ander sect**) 1 5 (1) of tbc Act.

[File No. TPBMdnm. l(?X2iy°8-99] THE GAZETTE OF tlSDlA EXTRAORDINARY (PART II—SEC. 3(i)] ( t ) 32JR

NOTIFICATION

G.S.R. 669(E).—In exercise of the powers cocf.rrred by sub-sectioa (2) of section 22 of the Technology Develop­ ment Board Act, 1995 (44 of 1995) read with sub-section (1) of section 15, the Technology Development Board hereby makes the following regulations, namely :—

1. Short title amd commencement :

(1) These regulations may be called the Technology Development Board (submission of returns) Regulations. 1998.

(2) They shall come into force on the date of their publication in the Official Gazette.

2. Definitions :

In these regulations, unless die context otherwise requa-ea—

(a) "Act" means the Technology Development Beard Act, 1995 (44 of-1995);

(b) ^sjrttmenf" means a coao-aci duly executed between the Board and an industrial concercn for providing financial faWhWtnee by the Board;

flj) t k w d * ' means the 1 ecfonology Develapwmt Board constituted under sub-section (I) of section 3 of the Act;

(d) "Industrial concern" has the meaning aaaigred to it in clause (c) of section 2 of the Industrial Development Bank of India Act, 1964, and include* any other f«non in whose favour a forcgin collaboration involving the import ol technology is approved or automatically ap|>roved in accordance with the Industrial Policy of the Government of India in force from tune to time;

(e) "Secretary" means the Secretary of the Boatd 3, Subm'ssion of returns

(1) An industrial concern race-Wing financial assistance from die Board s.urtl furnish returns to the Board as specified in die Schedule.

(2) The industrial concern shall furnish the returns in die prescribed profonna to the Board for every six months from the date of first disbursement of aasiatanoe !*»ca a returns shall be sent to Board within a period of 45 days. industrial concern shall submit the returns during the currency of die agreement.

SCHEDULE

Returns for submission by an Industrial Concern receiving financial assistance from the Technology Development Board (A) Project details

(a) Name of the industrial concern and address

(a) Projected in the agreement

(b) Assistance from the Board (sanction reference and amount)

(c) Financing by others (specify)

(a) Board's funds (amount/date) 1st Instalment,

(a) Please indicate the progress of work in terms of the provisions of the agreement (including milestones, bar-charts, etc) (E) Utilisation of funds (Rs. in lakhs) (Itemwise as per the agreement)

(a) During the penod of the report

(a) Payments to the Board (amount/date)

(i) Interest

(ii) Principal

(iii) Royalty (indicate with reference to the relevant clauses of the agreement) :

N>

Provisions this notification answers to

Read out of the instrument itself: an enabling provision is one it says it was made under, which is the power it rests on. The rest it names without resting on.

Other instruments under the same Act

All of the The Technology Development Board Act, 1995