S.No.

Issues

Existing Provision

Updated Provision

1.

Minimum      Application
Size / Market Lot

INR 1 Lacs

INR 2 Lacs / Minimum 2 Lots

2.

Minimum No. of Public
Shareholders

50

200

3.

Monitoring     of      Issue Proceeds
(Monitoring Agency)

Mandatory above INR 100 Cr. Issue Size

Mandatory above INR 50 Cr. Issue Size.
In other cases, Issuer shall submit, Statutory Auditors certificate for IPO Funds utilisation with financial results till the issue proceeds are fully
utilised.

4.

Prior Track record in case of Conversion from Proprietorship                 / Partnership / LLP

Presently BSE SME Exchange requires that in case of such conversion, the Issuer Company shall be in existence for at least period of one full Financial Year before filing of DRHP.
However, No such requirement
exist for NSE Emerge.

It is now covered by SEBI that in case of such conversion, the Issuer Company shall have to be in existence for at least period of one full Financial Year before filing of DRHP.

5.

Change     in    Promoters before DRHP

DRHP filing only after 1 year from change in Promoters as per BSE SME.
However, No such requirement
exist for NSE Emerge.

It is now covered by SEBI that in case of change in Promoters (>51% change), DRHP filing shall take place only after 1 year from
such change.

6.

Reporting    of    Working Capital Funding

No such requirement

Where working capital funding amount is more than INR 5 cr, Statutory Auditor certificate required while filing the financial results for use of funds as working capital in the same format as disclosed in the offer document till such proceeds for said object
are fully utilised.

7.

Conversion                    of outstanding convertible
securities before IPO

No such requirement

All       outstanding         convertible securities       shall     be    converted
before filing of DRHP (other than)

1. outstanding options granted to employees,
2. fully paid-up outstanding convertible securities required to be converted on or before the

date of filing of RHP.

8.

Merchant Banker Due Diligence certificate submission

The lead manager(s) shall submit a due-diligence certificate to SEBI.

Lead Manager to submit due- diligence certificate (including site visit report of issuer prepared by the Lead manager) to Stock Exchange at the time of filing of
draft offer document.

9.

Additional Disclosures in DRHP

–

1. Disclosure of Site Visit of issuer by Lead Manager, shall be made available as material document for inspection,
2. Disclosure of details of ESI, PF, number of employees, number of employees etc,
3. Disclosure of Fees of lead manager in any form / name /

purpose.

10.

Post-listing                  exit
opportunity                  for dissenting shareholders

No such requirement

Post-listing exit opportunity for dissenting shareholders shall be provided in case of change in object or variation in terms of contract related to object as per
offer document.

11.

Disclosure      of     Public Shareholders

No specific requirement for disclosure               of            public shareholders holding less than 1% each.

Additional disclosure is required in the ‘Summary of the offer document section of the IPO offer document which will comprise a prescribed                                        tabulation demonstrating the shareholding of each of the promoters, promoter group and additional top 10 shareholders of the company on a pre-IPO basis, as well as a post-IPO basis (subject to    finalization    of    the
basis of allotment).

12.

KMP / SMP Litigation Disclosure

No such specific requirement

Disclosure of litigation relating to KMPs and Senior Management
personnel to be disclosed

Part B

Issues

Existing Provision

Updated Provision

1.

Minimum         Operating
Profits (EBITDA)

No such requirement

INR 1 Cr. for 2 out of 3 Financial
Years before filing of DRHP

2.

Allocation       for      Non Institutional     Investors
(NII) in Book Built Issue

Proportionate Allotment

Draw of Lots

3.

Offer for Sale (OFS)

No Restriction

OFS restricted to 20% of total Issue Size and selling shareholders cannot sell more than 50% of their pre issue shareholding on fully dilutive basis.

4.

Promoter             Lock-In beyond             minimum promoter  contribution
(MPC)

20% MPC of promoters locked in for 3 years and holding in excess of MPC locked in for 1 year post
IPO.

Gradual release of promoter shareholding beyond the MPC in 2 years by way of 50% each year,
post allotment in IPO.

5.

General           Corporate Purpose (GCP)

25% of Gross Issue Size.

35% of Gross Issue Size including                                  Unidentified Acquisitions

GCP amount to be restricted to 15% of issue size or Rs. 10 crore (whichever is lower).
No change in permitted 35% Gross Issue Size for (GCP +
Unidentified Acquisitions).

6.

Paid-up                 Capital Increasing beyond INR 25 Cr.

Not permitted

It is clarified that where the paid up capital is likely to increase beyond INR 25 cr, due to fresh issue of shares, the issuer may undertake such increase in capital subject to meeting Main board compliances including Corporate   Governance   and
Quarterly results.

7.

Repayment of Promoter
/    Promoter    Group    /
Related Party Loans

No such restriction

Not Permitted

8.

DRHP to be made public for comments

No such requirement

DRHP of SME IPO filed with the Stock Exchanges shall be made available to public, for a period of at least 21 days.
Lead manager to file with Exchange details of comments
received by them and the Issuer.