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As per Reg. 2(3)(ab) of the DT Regulations (https://www.sebi.gov.in/legal/regulations/jan-2023/securities-and-exchange-board-of-india-debenture-trustees-regulations-1993-last-amended-on-january-17-2023-_68136.html), a "body corporate" is defined to include
(1) Companies with public issues- listed
(2) Companies proposed to list- temporarily unlisted, filed DRHP.
SEBI FAQ Question 14 (https://www.sebi.gov.in/sebi_data/faqfiles/dec-2016/1482144051182.pdf) clarifies this.
"issue" is defined under 2(13)(ea) is defined to include
(i) Public issue of debentures
(ii) PP which seeks to list later- DRHP
Therefore, the Regulations include even unlisted debentures which are privately placed (requiring debenture trustees under the ILNC Regs) but seeking to list on a recognised stock exchange.
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