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Indian banks can now convert debts of defaulting publicly traded borrowers into equity

23 Mar 2015 Evaluate

The Securities and Exchange Board of India (Sebi), by approving the Reserve Bank of India's (RBI's) proposal that banks be exempt from the market regulator's norms on pricing of shares while converting debt into equity in defaulting companies, has paved the way for lenders that are struggling with a surge in bad-loan provisions to wrest management control of defaulters and also in some cases allow distressed firms to improve their cash flows by lowering interest costs. The two regulators have been working together to bring in rules that could not only help banks lower their non-performing assets (NPAs), but also minimize the chances of insolvency for companies burdened with debt and protect their shareholders.

Now Indian banks will be able to convert debts of defaulting publicly traded borrowers into equity, previously there was no regulation for conversion of debt of companies into equity by their lenders, limiting the options for lenders to recover dues. Also, defaulting companies often found it tough to raise money from the market because of a loss of public trust in their financial strength, which in turn makes it even more difficult for such companies to repay their loans.

The market regulator has come up with 'Issue of Capital and Disclosure ICDR' guidelines, which require that companies make preferential issues based on a six-monthly average price and not the immediate market price. Sebi’s latest move to allow debt-for-equity swap will enable the creditor to get a controlling equity stake in the borrower company in exchange for full or partial cancellation of its debt claims against the company.

Sebi has however said that such debt-to-equity conversion by lenders will be subject to a pricing formula and the allotment price will be based on a fair price formula prescribed and cannot be less than the face value of shares. Bankers have said that conversion of debt into equity will enable them to bring about a change in management.

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