SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015 ©Savithri Parekh

Few Terms Designated Securities- Regulation 3 Specified Securities- Regulation 4 Key Managerial Personnel Related Party Material Subsidiary Securities Laws

Few important issues Basis of Law- Principles or rules Agreement with STA Participation of shareholders Minutes- dissenting opinion Whistleblower policy Disclosure of interest Functions of board- overseeing process of disclosure and communication

Framework of compliances Calendar based Event based Website disclosures

Event based disclosures Requiring board approval and required to be disclosed within 30 minutes Requiring board approval but requiring disclosure within 24 hours Not requiring board approval and requiring disclosure within 24 hours

Event based disclosures Arrest of KMP, promoter etc Requiring board approval but requiring disclosure within 24 hours Not requiring board approval and requiring disclosure within 24 hours

Compliance Officer Preservation of documents Dividend exceeding Rs. 1,500 Definition of independent director Constitution of committees

Challenges Related party transactions Definition of Independent director – provider of services {Regulation 16(1)(b)(E)} or Customer ??? Fees or COMPENSATION payable to the non executive directors require approval of the shareholders Presence of chairman of Committees Material subsidiary Intimation on Winding up petition filed against the company

Process to be followed by corporates Defining a mechanism to collect and collate information Scanning of such information on the threshold of materiality Disclosure Check if such information is covered under Schedule A to the SEBI(PIT) Regulations, 2015 Check if any further disclosures are triggered due to SEBI (PIT) Regulations

De minimis clause Seeking deferment orders

Only listed entities to be considered Quarterly report to include RPT compliances Record date Vs Book closure