Saturday, February 18, 2017

SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Common Obligations

Applicability: All listed entities.

S.No.
Particulars
Regulation
Details
1.
Appointment of Key Managerial Personnel, Directors, Promoters or any other persons
Regulation 5
They shall comply with the responsibilities, if assigned to them under these regulations.
2.
Appointment of Company Secretary
Regulation 6
The listed entity shall appoint the Company Secretary as a Compliance Officer.
However, it does not apply to mutual funds listed on stock exchange.
3.
Appointment of Share Transfer Agent
Regulation 7(1)
The listed entity shall appoint a share transfer agent or manage such facility in-house. However, in case of in-house share transfer facility, where the total number of holder of securities exceeds 1 lakh, the listed entity shall register with the Board as Category II STA, or appoint a RTA.
4.
Submission of Compliance Certificate
Regulation 7(3)
The listed entity shall submit a Compliance Certificate to the stock exchange in 1 month of the end of each half of the financial year, which shall be signed the Compliance Officer of the Company as well as the registered RTA.
5.
Tripartite Agreement in case of change in RTA
Regulation 7(4)
In case of change of RTA, the existing RTA, new RTA and the listed entity shall together enter in to a tripartite agreement in the manner specified by the Board. However in case of in-house RTA, the same agreement shall be entered in to between new RTA and the listed entity.
6.
Intimation of appointment of RTA
Regulation 7(5)
The listed entity shall inform the stock exchange within 7 days of entering in to the agreement.
7.
Cooperation with Intermediaries
Regulation 8
The listed entity shall, where applicable, coordinate and submit correct information to the intermediaries registered with the Board, such as Credit Rating Agencies, RTA, Debenture Trustees, etc.
However, it does not apply to mutual funds listed on stock exchange.
8.
Policy on Preservation of Documents
Regulation 9
There shall be a policy of preservation of documents and must classify the same in to 2 categories;
a.     documents to be preserved for permanent nature
b.     Documents to be preserved for at least 8 years after completion of relevant transactions.
However, the documents can also be preserved in electronic form.
9.
Filing of documents electronically
Regulation 10
The listed entity shall file reports, statements, documents, and other information with the stock exchange on electronic platform.
10.
Scheme of Arrangement / Amalgamation
Regulation 11
The scheme of arrangement / amalgamation / merger / reconstruction / reduction of capital to be presented to the Court / Tribunal shall not violate or override the provisions of securities laws or stock exchange.
However, it does not apply to mutual funds listed on stock exchange.
11.
Payment of Dividend / Interest / Redemption / Repayment
Regulation 12
It shall be done through electronic mode. However where the same is not possible, it can be done through issue of warrants or cheques.
However, where the amount of dividend exceeds Rs.1000/-, the cheques or warrants shall be sent by Speed Post.
12.
Grievance Redressal Mechanism
Regulation 13(2)
The listed entity shall ensure proper steps for addressing the grievance of investors by registering itself on SCORES platform.
13.
Filing of Investor Grievance Redressal Report
Regulation 13(3)
The listed entity shall within 21 days from the end of quarter, file a Investor Grievance Redressal Report, stating the number of complaints pending at the beginning of quarter, received during the quarter, disposed during the quarter, and remaining unsolved at the end of quarter.
14.
Statement on Investor Grievance Redressal Report
Regulation 13(4)
Statement on Investor Grievance Redressal Report to be placed before the Board Quarterly.
15.
Payment of Fees &;other charges to Stock Exchange
Regulation 14
The listed entity shall pay all fees and other charges, as applicable, to the Stock Exchange in the manner specified by the Board or the Stock Exchange.

Requirement of some regulations under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 shall not be applicable in case units of Mutual Funds which are listed on recognized stock exchange, as the same shall be governed by the provisions of SEBI (Mutual Funds) Regulations, 1996.

References:

SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Contact:
CS Divyanshu Bansal
Email ID: divyanshubansal401@gmail.com

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