Company Secretary
The GIFT City Capital Markets Documentation Series is a practitioner-led knowledge hub focused on the drafting, structuring, and finalisation of DRHPs, Information Memoranda, and offer documents for listings and issuances in GIFT City IFSC.
The series examines capital markets documentation from a transactional lens — covering disclosure standards, regulatory expectations under IFSCA regulations, cross-border considerations, FEMA interplay, and real-world drafting judgement across equity and debt offerings. It is designed for issuers, bankers, lawyers, company secretaries, and compliance professionals engaged in IFSC capital market transactions.
Many assume that the Securities Contracts (Regulation) Act automatically applies to IFSC listings of Indian companies. This article explains why that assumption is legally incorrect, how SCRA and SCRR concepts enter the IFSC framework in limited ways, and how careless drafting can create avoidable compliance and disclosure risks.
This article provides a clause-by-clause breakdown of a GIFT City Draft Red Herring Prospectus, explaining how IFSC DRHPs are actually drafted, reviewed, and commented upon by IFSCA. It focuses on disclosure logic, regulator expectations, and common drafting mistakes that distinguish offshore listings from Indian IPO documentation.
GIFT City listings are governed by a unified, IFSCA-led regulatory architecture that departs sharply from India’s SEBI-driven capital markets. This article explains how statutory authority, IFSCA listing regulations, and IFSC exchange rules interact in practice—and why understanding this structure is critical for drafting compliant offer documents and navigating regulatory review in GIFT City.
A detailed practitioner’s guide to eligibility criteria for listing securities in GIFT City (IFSC), explaining issuer eligibility, governance expectations, FEMA alignment, and how IFSCA actually evaluates listings during document review.
Most first-time GIFT City DRHPs fail for the same reason—they are drafted like Indian IPO documents. This article explains, from live IFSC drafting experience, what a DRHP for GIFT City actually is, how regulators read it, how investors interpret risk and structure, and why disclosure judgment matters more than volume in IFSC listings.
