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Compliance Requirements for Listed

Companies – LODR 2015

Prepared by BSE Listing Compliance Team

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Compliance with LODR 2015
Compliance Filing – Disclosure Timelines - Regular

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Quarterly / Half Yearly / Annual Compliances under SEBI Listing Regulations 2015 (LODR)
Regulation 7 (3) – Compliance Certificate Within one month of end of each half of the financial year.
certifying maintaining physical & electronic
transfer facility
Regulation 13 (3) - Statement of Investor Within Twenty one days from the end of each quarter.
complaints
Regulation 27 (2) - Corporate Governance Within 15 days from quarter end.

Regulation 31 - Shareholding Pattern. Within 21 days from quarter end.


Regulation 33 - Financial Results. Within 45 days from quarter end. And in case of Annual
Financial Result, within 60 days from end of Financial Year.
Regulation 34 –Annual Report annual report sent to the shareholders along with the
notice of the annual general meeting not later than the
day of commencement of dispatch to its shareholders
Regulation 40 (9) – Certificate from Within one month of the end of each half of the financial
Practicing Company Secretary. year
Reconciliation of Share Capital Audit. Within 30 days from quarter end.
(SEBI- DP Reg.76)

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Other Compliance Requirements under SEBI Listing Regulations 2015. (LODR)

Regulation 6 Appoint a qualified company secretary as the compliance officer

Regulation 7 Appointment of New Share Transfer Agent

Regulation 14 Listing Fees & Other charges

Regulation 29 Notice for Board Meeting to consider the prescribed matters.

Regulation 30 Disclosure of Price-Sensitive Information.

Regulation 42 Notice for Record Date \ Corporate Action

Regulation 44 Voting Result - The listed entity shall submit to the stock exchange,
within forty eight hours of conclusion of its General Meeting, details
regarding the voting results in the format specified by the Board
Regulation 46 Company Website

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Compliance with LODR 2015
Compliance Filing – Disclosure Timelines – Extended
due to COVID-19

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S. No Regulation Due Date Revised Due Date
1 Regulation 7 (3) - Share Transfer Agent April 30,2020 May 31,2020
2 Regulation 13 (3) - Statement of Grievance Redressal Mechanism April 21,2020 May 15,2020
3 Regulation 24A - ASCR May 30,2020 June 30, 2020
4 Regulation 27(2) relating to Corporate Governance report April 15, 2020 May 15, 2020
5 Regulation 29 (2) - Prior intimation to stock exchanges about meetings •at least 5 days before Board meetings in all
of the board meeting for financial results cases – 2 days, for board
2 working days in other meetings held till July 31,
cases. 2020.
6 Regulation 31 - Shareholding Pattern April 21, 2020 May 15, 2020
7 Regulation 33 - Financial Results (Quarterly) May 15, 2020 June 30, 2020
8 Regulation 33 - Financial Results (Annual) May 30, 2020 June 30, 2020
9 Regulation 52 - Financial Results (half yearly) (Debt Listed Companies) May 15, 2020 June 30, 2020
10 Regulation 52 - Financial Results (Annual) (Debt Listed Companies) May 30, 2020 June 30, 2020
11 Regulation 40(9) - Certificate from PCS on timely issue of share April 30, 2020 May 31, 2020
certificates
12 Regulation 44(5) relating to holding of AGM by top 100 listed entities by
market capitalization for FY 19-20
A having financial year end as March 31, 2019 August 31, 2020 September 30, 2020
B having financial year end as December 31, 2019 May 31, 2020 September 30, 2020
13 Disclosure filings under Regulations 30(1), 30(2) and 31(4) of the SEBI Due date of filing disclosures for FY ending Mar 2020
(SAST) Regulations, 2011 has been extended to June 01, 2020.
14 Regulation 74(5) of SEBI (D & P) Regulations, 2018 Equivalent period of lock down declared by Government
15 Regulation 76 of the SEBI (D &P) Regulations, 2018 Reconciliation of of India i.e. 21 days, over and above prescribed time
share capital audit report limits
16 Regulation 24(i)(f) of the SEBI (Buy-back of Securities) Regulations, 2018 Temporary relaxation in period of restriction provided in
Regulation 24(i)(f) from “one year” to “six months”
BSE - INTERNAL Applicable upto December 31, 2020
Other important Regulations of LODR 2015

Quarterly Half-yearly Event Based Annual

• Regulation 13 (3) - • Regulation 7 (3) – • Regulation 42 – • Regulation 14 –


Statement of Compliance Notice for Record Listing Fees & Other
Investor complaints Certificate Date / Corporate charges
• Regulation 29 – certifying Action • Regulation 34-
Notice for Board maintaining • Regulation 30 – Annual Report
Meeting to consider physical & Disclosure of Price-
the prescribed electronic transfer Sensitive
matters – Prior facility Information
Intimation • Regulation 40 (9) – • Regulation 44 –
• Regulation 30 – Half yearly Voting Results
Outcome of Board Certificate • Regulation 7 –
Meeting (Schedule from Practicing Appointment of
III Part A- (4)) Company Secretary Share Transfer
– Transfer of Shares Agent

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Corporate Governance

Applicability of CG provisions
• To entities which has listed its Equity shares on the Main Board
• Not applicable to entities with paid up equity share capital not exceeding Rs. 10 Cr and Networth not
exceeding Rs. 25 Cr (last day of the previous financial year)
• Not applicable to entities listed on SME Exchange
Important Provisions
• Formulate policy on material related party transactions and dealing with related parties.
• Definition of material subsidiary provided – 10% of revenue OR networth on consolidated basis.
• Three reports are required to be submitted – Quarterly, End of FY and 6 months from end of FY.
• Appoint at least one woman director
• Board to evolve Code of Conduct with duties of independent director and a Succession Plan

Common Filing Inadequacies


• Composition of Board/Committee not given in first quarter of financial year
• Details of all directors are required to be given in case of any change in composition of Board
• Composition of committee given in single row
• Chairperson details not given for various committee
• Tenure till the filing quarter to be provided for Independent Directors and not Total tenure for current term

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2 Amendments related to Board of
Directors

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Amendment related to Board of Directors
One independent woman Director
Applicable to top 500 Co. by April 1, 2019 and to top 1000 Co. by April 1, 2020

Minimum 6 Directors
Applicable to top 1000 Co. by April 1, 2019 and to top 2000 Co. by April 1, 2020

Appointment or continuing the directorship of any person as Non-Executive Director (NED)


who has attained age of 75 years – SR required with justification in notice to shareholders

Chairperson of BOD to be Non-Executive Director & shall not be related to MD/CEO


Applicable to top 500 Co. by April 1, 2022

Quorum for BOD meeting shall be 1/3rd of total strength or 3 Directors including one ID
Applicable to top 1000 Co. from April 1, 2019 and to top 2000 Co. from April 1, 2020

Approval through SR if remuneration to NED above 50% to total payable to all NEDs
Approval through SR if remuneration to ED being promoter exceeds Rs.5 Cr or 2.5% of NP
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Prepared by: Listing Compliance Team BSE - INTERNAL
Amendment related to Board of Directors Cont…..
Max. no of Directorships in 8 listed entities w.e.f. April 1, 2019 and in 7 w.e.f. April 1, 2020
Directorship include alternate directorship

Independent Directorship in max. 7 listed entities


If WTD / MD in any listed entity - ID in max. 3 listed entities
No Alt Dir to be nominated for ID w.e.f. Oct 1, 2018
Declaration of independence by ID in first meeting and then annual
D and O insurance for all ID – top 500 companies w.e.f. Oct. 01, 2018

ID shall not be a NID of another Co. on the Board of which any NID of the listed entity is an ID

Quorum for NRC is 2 members or 1/3rd of total members with at least one ID - meet once in a
year

SRC shall have min. 3 directors with at least one ID – meet once in a year

RMC to meet once in a year – cyber security


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Amendment related to Board of
4 Related Party Transactions

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Amendment related to Related party transactions
Related party to now include person or entity belonging to promoter or promoter group of
listed entity and holding 20% or more (10% earlier) of shareholding in the listed company

Policy on materiality of RPT to be reviewed by BOD at least once every 3 years

If payment made to Related Party for brand usage or royalty during a FY exceeds 5% of
annual consolidated turnover of Co. as per last audited financials - considered material
transaction

RP shall not vote to approve on RPTs (Can vote to reject) – earlier it was RP shall abstain
from voting

Publish disclosure related to RPTs within 30 days from the date of publication of half yearly
results to SE and on its website – w.e.f. half year ending March 31, 2019

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Amendments related to of
5 Financials and Annual Report

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Amendment related to financials and Annual Report
Submission of quarterly consolidated financial statement has been made mandatory

Companies may file the financial statement with LRR for the last quarter in place of audited

Submit half yearly cash flow statement along with the half yearly financial statement

Ensure that at least 80% of consol. Revenue, assets and profit shall be subject to audit or LR

Statutory Auditor shall undertake a limited review of the audit of the subsidiaries where
accounts are on consolidated basis

Submit the AR to SE and upload on website, when sent to Shareholders. Can be revised
after AGM if there is a change
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Disclosure of Events & Information - Regulation 30

Disclosure Event Types

Events that should be disclosed by


To be necessarily disclosed without
the listed entity, if considered
applying any test of materiality
material

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Regulation 30 - Materiality
Materiality Policy
• Listed entity to frame a materiality policy, duly approved by its board & to be disclosed on its
website.
• Responsibility cast on Boards to authorize one or more KMPs to determine materiality of an event or
information and make disclosures to stock exchange.
• Regulation prescribes extent of details required to be disclosed & when an event is deemed to have
occurred.
• Deemed material events — Para A of Part A of Schedule III
• Material based on application of guidelines — Para B of Part A of Schedule III, read with Regulation
30 (4)

Implications of materiality
• Intimation to stock exchange within 24 hours (If based on board meeting outcome, then within 30
min)
• Publish material developments on company website and retain for 5 years
• Continue to provide updates of material developments on such events
• Disclosures also required for material subsidiaries
• Response to rumors - Regulation 30 (11) allows company option to confirm or deny rumors about
material developments
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Regulation 30 - Outcome of Board Meetings
Outcome of Board Meetings – to be disclosed within 30 minutes
• Financial results
• Declaration of dividends and/or cash bonuses recommended or declared or decision to
pass any dividend and date on which dividend shall be paid/dispatched
• Any cancellation of dividend with reasons thereof
• Decision on buyback of securities
• Decision with respect to fund raising proposed to be undertaken
• Increase in capital by issue of bonus shares through capitalization including date on which
such bonus shares shall be credited/dispatched
• Reissue of forfeited shares or securities, or issue of shares or securities held in reserve for
future issue or creation in any form or manner of new shares or securities or any other
rights, privileges or benefits to subscribe to
• Short particulars of any other alterations of capital, including calls
• detailed reasons for resignation of auditor, as given by the said auditor, shall be disclosed
to the stock exchanges as soon as possible but not later than twenty four hours of receipt
of such reasons from the auditor

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Regulation 30- Resignation of Independent Director

• Resignation of Independent Director within seven days of resignation the following


disclosures shall be made to the stock exchanges :
i) Detailed reasons for the resignation of independent directors as given by the said
director shall be disclosed by the listed entities to the stock exchanges
ii) The independent director shall, along with the detailed reasons, also provide a
confirmation that there is no other material reasons other than those provided
iii) The confirmation as provided by the independent director above shall also be
disclosed by the listed entities to the stock exchanges along with the detailed
reasons as specified in sub-clause (i) above.

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Regulation 30 - Events to be disclosed as per materiality
policy

• Commencement or any • Awarding, bagging/ receiving, • Effect(s) arising out of change


postponement in the date of amendment or termination of in the regulatory framework
commencement of commercial awarded/bagged applicable to the listed entity
production or commercial orders/contracts not in the • Litigation(s) / dispute(s) /
operations of any unit/division normal course of business regulatory action(s) with
• Change in the general • Loan agreement(s) that are impact
character or nature of business binding and not in normal • Fraud/defaults etc. by directors
• Granting, withdrawal, course of business including / employees of listed entity
revisions
surrender , cancellation or • Capacity addition or product
suspension of key licenses or • Disruption of operations of any launch
regulatory approvals division of the listed entity due
to natural calamity, force
majeure or events such as
strikes, lockouts etc

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Inadequacies in filing under Regulation 30

General Issues
• Document Not Clear / Incomplete
• Reason/clarification for resubmission of document not given
• Incorrect document filed e.g. Instead Board meeting outcome , intimation filed
• Letter Date is not the same as the filing date
• Same document filed more than once

Corporate Announcement
• Brief Profile of Director (along with the nature of relationship between directors), CS,
CFO, CEO, Statutory Auditor not provided
• Reason for appointment / discontinuation of Share Transfer Agent not provided
• Disclosures pertaining to split / consolidation, Bonus issue, sale / disposal of unit /
division / subsidiary –details not submitted
• Reason for downward revision in rating as specified by the Rating Agency not submitted
• Disclosures pertaining to acquisition like value, intended benefits etc. are not provided

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Shareholding pattern (Regulation 31)

Regulation
• Quarterly SHP - within 21 days from end of quarter. (Half yearly for SME)
• File within 10 days if change in capital structure exceeding 2% of paid –up capital
• One day Prior to listing
• 100% of promoter holding should be in demat
• Format requires reporting of Promoter holding after consolidation on PAN of first
holder
Filing Inadequacies
• Shareholding not consolidated on PAN basis
• Two different PAN given for the same promoter – Common in case of HUF holdings
• Demat holdings not entered
• Details of persons holding more than 1% is not disclosed

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Financial Results (Regulation 33)

Regulations
• Submit quarterly FR to the SE - within 45 days from end of quarter. Limited review report to be
submitted if unaudited. Audit Report to be submitted for Audited results
• SME half yearly submission
• Audited standalone annual FR, within 60 days from the end of financial year.
• Submit a Statement showing impact of audit qualifications in case of modified opinion /
Declaration in other cases.
Filing Inadequacies
• No or Short prior intimation for board meeting
• Financial Results not submitted in prescribed format – Schedule III / relevant sectoral format
• Only consolidated financial results submitted (Standalone financial results not given)
• Statement of assets and liabilities / Cash flow not given with financial results (in half yearly
results)
• Declaration/ Statement on impact on auditors qualification not given – Annual Results
• LRR/AR is required to be given along with financial results
• LRR/AR is required to be given for standalone as well as for consolidated financial results
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Reclassification of Promoters – Regulation 31A

Regulations

• Approval of shareholders required by an ordinary resolution


• The promoter seeking reclassification shall not represent on the board of directors
(including a nominee director) and shall not act as Key Managerial Person in the listed
Entity for a period of 3 years from the date of such re-classification.
• The outgoing promoter should not be ‘wilful defaulter’ as per the Reserve Bank of
India Guidelines and a fugitive economic offender.
• Outgoing promoter along with PAC cannot hold more than 10% of total voting rights
and no special rights and shall not, directly or indirectly, exercise control over affairs of
company
• Inheritor classified as promoter in case of transmission/succession/inheritance
• Reclassification of promoter not to be used as a means to achieve MPS compliance
• For commonly listed company, all SE shall jointly decide on application
• Open offer required for re-classification from public to promoter
• The listed entity should be MPS compliant under Regulation 38, trading in shares
should not have been suspended and there should be no outstanding dues against the
company which is either payable to SEBI, Exchanges and Depositories

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Timelines to be adhered to for Reclassification under Regulation 31A
of SEBI (LODR) Regulations, 2015
Particulars Duration
Application by the Promoter to the Company along with Intimation to the Exchange within 24 hours
requisite undertaking. of receipt of application.
Resolution must be passed in the meeting of Board of Intimation to the Exchange within 24 hours
Directors forapproving reclassification. of conclusion of Board meeting.
Hold Shareholder’s meeting and pass ordinary resolution Intimation to the Exchange within 24 hours
for approving reclassification. (Ensure time gap of at of conclusion of Shareholder meeting.
least three months but not exceeding six months
between the date of board meeting and the
shareholder’s meeting.)
Submit reclassification application along with supporting 30 days of conclusion of shareholder’s meeting
documents to the Exchange within 30 days of conclusion
of shareholder’s meeting.
Deficiencies in application must be rectified by the 30 days of receipt of intimation.
company within 30 days of intimation.
Letter of acceptance to be issued to the Company to Intimation to the Exchange within 24 hours
effect the reclassification. of receipt of Letter of acceptance by the
company.

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Important Compliances

Minimum Public Shareholding (Regulation 38)


• Minimum 25% of the company is to be held by Public shareholders (Calculated as B/A+B+C2)
• To comply with MPS requirements as per SCRR, Circular on manner to achieve MPS issued
Voting by shareholders (Regulation 44)
• Remote e-voting facility for all shareholder’s resolution to be provided by listed entity.
• Result to be submitted to SE within 48 hours of conclusion of general meeting
Change in Name (Regulation 45)
• Approval for name change from SE after receipt of availability of name in ROC but before
making final application
• At least one year should have elapsed from the date of last name change.

Website (Regulation 46)


• Functional website to be maintained. Minimum information to be disseminated specified
• Recommended that all mandatory information be provided in a single section for easy access
by Investors

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Prior Intimations to SE of BOD’s meeting (Regulation 29)
• Mandatory for BOD meeting in which proposals related to financial results, buy back, voluntary
delisting, fund raising, recommendation of dividend, declaration of Bonus etc. are to be considered.
• In all cases 2 days prior notice shall be given
• In case of financial results – 5 days prior notice

Record Date / Book Closure (Regulation 42)


• Intimate the RD/BC date to SE at least 7 working days (excluding the date of intimation and the
record date) before the RD/BC.
• Declare dividend/ cash bonus at least 5 working days before the RD fixed for it.
• 30 days gap between two Record Dates

Dividend (Regulation 43)


• Declare and disclose dividend on per share basis only
• Companies shall not forfeit unclaimed dividends before claim becomes barred by Law.
• Dividend Distribution Policy (Regulation 43A) [amended as on July 8, 2016]
• Applicable to top five hundred listed entities based on market capitalization (calculated as on Mar
31 of every FY)
• Voluntary for others
• Disclose in Annual Report & on website
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(
Listing Centre Portal, CAFS & XBRL
Technology to simplify Compliance

BSE - INTERNAL
Listing Centre Portal

Important tabs in Listing Centre Portal:


• Company registration
• Compliance Module
• Corporate Announcement
• XBRL

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XBRL Filings
Filings Formats Available for Shareholding Pattern
XBRL Filing Corporate Governance Report
Voting Results
Financial Results
Share Capital Audit Report
SEBI (Prohibition of Insider Trading Regulation), 2015

Annual Report – MCA AOC 4 taxonomy

Benefits Free Excel Utility No need to buy or install any third party software
provided PDF Report generated from utility
Totals and Percentage calculated by utility

Pre-validated data Reduction in filing errors


submitted by Company

Minimal intervention Near seamless dissemination on Exchange website


by Exchange

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XBRL

Submit following reports through XBRL Only:


➢ Shareholding Pattern
➢ Corporate Governance Report
➢ Voting Results
➢ Financial Results within 24 hours (also upload PDF file within 30 minutes of conclusion of meeting)
Filing is through Excel utility provided Free of Cost – filed information is published in tabular format directly
➢ Share Capital Audit Report

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Corporate Action Filing System (CAFS)
About CAFS

• W.e.f. from March 1, 2017, BSE has introduced Corporate Announcement Filing System
(CAFS) to the equity listed companies
• Companies other than equity are required to use the existing Compliance Module for
filing the announcement
• CAFS ensures that critical information / disclosures are available to the investors on real
time basis
• 2 Factor Authentication enabled through OTP sent through Pre-registered Email &
Mobile
• Exchange verifies adequacy post dissemination on Website

Points to Remember

• Ensure that you have registered to CAFS


• Only proper Announcements / Documents should be filed
• Do not file any document containing Confidential Information (e.g. PAN) or agreements
• Check the document before you upload
• Announcement once disseminated shall not be removed

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CAFS

➢ Documents uploaded through Corporate Announcements module will be disseminated directly without Exchange
intervention
➢ Click on “Track your Corporate Announcement” after submission of documents through CAFS to check the status of
submission
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CAFS (Track Your Corporate Announcements)

Following should be noted after submission


➢ Ann Id – to check the file which was uploaded
➢ Status – should be submitted
➢ BSE Website Link – After submission, always check BSE website to confirm the submission

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Compliance Module

Certain disclosure are required to be given through “Compliance module” only and not through “Corporate
Announcement”
Filings under Compliance Module are disseminated by prior review by the Exchange
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Miscellaneous

BSE online portal:


▪ BSE Online Portal http://listing.bseindia.com/ - for submission of various
filings by companies with BSE
▪ to make the corporate filings easy, convenient, environment friendly.
▪ It is a web based facility accessible from anywhere through the company’s
allotted unique login

Companies may follow following link of BSE to download various


formats, copy of listing agreement, checklists etc.
http://www.bseindia.com/static/about/downloads.aspx?expandable=4

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Standard Operating Procedure for suspension
and revocation of trading of specified
( securities

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SOP Circular

▪ SEBI has issued Circular on January 22, 2020 regarding Standard


Operating Procedure to be followed for handling Non-compliance with
certain provisions of the SEBI(LODR) Regulations, 2015
▪ Effective from compliance periods ending on or after March 31, 2020 –
Deferred in light of the COVID-19 Epidemic
▪ Additional 10 regulations brought in under the circular as compared to
earlier circular dated May 3, 2018
▪ Penal measures like monetary fines till compliance is acheived, trading of
company on trade to trade mode, suspension of trading, freezing of
promoter holding and compulsory delisting

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Regulations included in the circular
Sr. No Regulation Non-compliance

1 Regulation 6(1) Non-compliance with requirement to appoint a qualified company secretary as compliance officer

2 Regulation 7(1) Non-compliance with requirement to appoint share transfer agent

3 Regulation 13(1)* Failure to ensure that adequate steps are taken for expeditious redressal of investor complaints

4 Regulation 13(3) Non-submission of statement on shareholder complaints within the period prescribed

5 Regulation 17(1) Non-compliance with composition of Board including failure to appoint woman director

6 Regulation 17(1A) Non-compliance with the requirements pertaining to appointment or continuation of Non-executive
director who has attained the age of seventy five years
7 Regulation 17(2) Non-compliance with the requirements pertaining to the number of Board meetings

8 Regulation 17(2A) Non-compliance with the requirements pertaining to quorum of Board meetings.

9 Regulation 18(1) Non-compliance with the constitution of audit committee

10 Regulation 19(1)/ 19(2) Non-compliance with the constitution of nomination and remuneration committee

11 Regulation 20(2) / (2A) Non-compliance with the constitution of stakeholder relationship committee

12 Regulation 21(2) Non-compliance with the constitution of risk management committee

13 Regulation 23 (9) Non-compliance with disclosure of related party transactions on consolidated basis.

14 Regulation 24A Non-compliance with submission of secretarial compliance report

15 Regulation 27(2) Non-submission of Corporate governance compliance report within prescribed period

16 Regulation 28 (1) Non-compliance with obtaining in-principle approval of stock exchange(s) before issuance of securities

17 Regulation 29(2)/ 29(3) Delay in furnishing prior intimation about the meeting of the board of directors

18 Regulation 31 Non-submission of shareholding pattern within the period prescribed

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Regulations included in the circular (contd.)
Sr. No Regulation Non-compliance

19 Regulation 31A(3)(a) Non-compliance pertaining to delay in submission of reclassification application to stock exchanges

20 Regulation 32(1) Non-submission of deviations/ variations in utilization of issue proceeds

21 Regulation 33 Non-submission of the financial results within the period prescribed under this regulation

22 Regulation 34 Non-submission of the Annual Report within the period prescribed under this regulation

23 Regulation 42(2)/ 42(3)/ Delay in/ non-disclosure of record date/ dividend declaration or non-compliance with ensuring the
42(4)/ 42(5) prescribed time gap between two record dates/ book closure dates
24 Regulation 43A Non-disclosure of Dividend Distribution Policy in the Annual Report and on the websites of the entity

25 Regulation 44(3) Non-submission of the voting results within the period provided under this regulation

26 Regulation 44(5) Non-convening of annual general meeting within a period of five months from the close of financial year

27 Regulation 45(3) Non-obtaining approval of stock exchange(s) before filing request for change of name with Registrar of
Companies.
28 Regulation 46 Non-compliance with norms pertaining to functional website

29 Regulation 76 (DP Non-submission of Reconciliation of shares and capital Audit report


Regulations)*

• Regulations marked in Red are regulations for which suspension is triggered for non-compliance for 2 consecutive quarters.
• Non-submission of Reconciliation of shares and capital Audit report does not attract penalty, but is non-submission for 2
consecutive quarters triggers suspension

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SOP process flow
▪ Exchange shall review compliance status and issue notices to non-compliant entities within 30 days from the
due date of submission of information
▪ Non-compliant entity shall ensure compliance with the requirement(s) and pay fines within 15 days from date
of such notice
▪ If non-compliant listed entity fails to comply and/or pay fine levied within stipulated period as per notice
stated above, exchange shall upon expiry of period indicated in notice, issue notices to promoter(s) of such
non-compliant entities, to ensure compliance with requirement(s) and pay fines within 10 days from date of
such notice
▪ While issuing aforementioned notices, recognized stock exchange shall also send intimation to other
recognized stock exchange(s) where shares of non-compliant entity are listed
▪ Exchange shall upon expiry of stipulated periods indicated in the notices, shall intimate depositories to freeze
entire shareholding of promoter(s) all securities held in the demat accounts, if non-compliant entity fails to
comply with the requirement(s) and/or pay fine levied
▪ Depositories shall immediately freeze such demat accounts and also intimate promoter(s) about details of
non-compliances resulting in freezing of their demat accounts.
▪ For critical regulations (marked in Red earlier), for non-compliance for 2 consecutive quarters Exchange shall
• Move company to ‘Z’ Group – trading will be in trade to trade mode
• Suspend trading, if the company continues to be non-compliant
• Trading permitted for non-promoters for 6 months after 15 days of suspension
• Compulsory Delisting process to be initiated after company remains suspended for 6 months

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