SEBI LODR Notification and Amemdments

[megri]

SEBI has notified the SEBI (Listing Obligations and Disclosure Requirements) (Second Amendment) Regulations, 2024. A new proviso has been inserted to Reg 52(8) relating to publication of financial results. It states that listed entities may publish only a newspaper window advertisement that refers to a Quick Response Code and the link to listed entity’s website and stock exchanges, where such results are available and can be accessed by investors subject to certain conditions.

Provided further that listed entities may publish only a window advertisement in the newspapers that refers to a Quick Response Code and the link of the website of the listed entity and stock exchange(s), where such financial results are available and capable of being accessed by the investors subject to the following conditions:

Updated LdDOR

https://www.sebi.gov.in/legal/regula...24-_84817.html

https://www.sebi.gov.in/legal/regulations/jul-2024/securities-and-exchange-board-of-india-listing-obligations-and-disclosure-requirements-second-amendment-regulations-2024_84773.html

SEBI Regulations

https://www.sebi.gov.in/sebiweb/home/HomeAction.do?doListing=yes&sid=1&ssid=3&smid=0

[SwatiSood]

The Securities and Exchange Board of India (SEBI) regularly updates the Listing Obligations and Disclosure Requirements (LODR) Regulations to ensure transparency, accountability, and effective governance in the securities market. Here’s a summary of the recent SEBI LODR notifications and amendments:

Overview of SEBI LODR Regulations

The SEBI LODR Regulations are designed to ensure that listed entities provide timely and accurate information to the market, adhere to corporate governance standards, and maintain transparency in their operations. These regulations cover a wide range of aspects including:

1. Disclosure Requirements: Entities are required to disclose material information to the stock exchanges to ensure that all investors have access to relevant and timely information.
2. Corporate Governance: The regulations set out various standards for corporate governance, including the composition of boards, audit committees, and related party transactions.
3. Reporting Requirements: Regular reporting to stock exchanges and compliance with specified formats and deadlines are mandatory.
4. Investor Protection: Measures to protect investor interests, including provisions related to shareholder rights and disclosures.

Recent SEBI Notifications and Amendments

1. Amendments to Corporate Governance Norms:
   • Revised Composition of the Board: SEBI has mandated changes to the composition of the board of directors, including increased representation of independent directors and specific requirements for the roles of the chairman and CEO.
   • Audit Committee: Enhancements to the role and responsibilities of the audit committee, including greater oversight on financial reporting and risk management.
2. Strengthening Disclosure Requirements:
   • Material Events: Updated definitions and thresholds for what constitutes a material event or information that must be disclosed to the stock exchanges.
   • Quarterly Reporting: Revised formats and timelines for quarterly financial disclosures to improve clarity and comparability.
3. Sustainability and ESG Reporting:
   • Environmental, Social, and Governance (ESG) Disclosures: Introduction of new requirements for ESG reporting to align with global standards and enhance transparency regarding sustainability practices.
4. Provisions for Related Party Transactions:
   • Enhanced Disclosure: Increased requirements for disclosure of related party transactions to ensure they are conducted at arm’s length and are transparent.
5. Shareholder Rights and Voting:
   • Proxy Voting: Updates to rules regarding proxy voting to facilitate easier participation by shareholders.
   • Annual General Meetings (AGMs): Changes in rules governing the conduct and reporting of AGMs to enhance shareholder engagement.
6. Compliance and Enforcement:
   • Penalties and Enforcement: Strengthened enforcement mechanisms and penalties for non-compliance to ensure adherence to LODR requirements.

Key Takeaways

• Improved Transparency: The amendments aim to enhance the transparency and reliability of disclosures, which benefits investors and strengthens market integrity.
• Enhanced Governance: By setting higher standards for corporate governance, SEBI seeks to improve board effectiveness and accountability.
• Focus on ESG: With increasing emphasis on ESG reporting, companies are encouraged to integrate sustainability into their business strategies.
• Stronger Enforcement: The revised penalties and enforcement measures are designed to ensure strict compliance and address any breaches effectively.

[neharani]

The SEBI (Securities and Exchange Board of India) LODR (Listing Obligations and Disclosure Requirements) Regulations are crucial for ensuring transparency and proper governance for listed entities in India. SEBI frequently updates these regulations to address evolving market needs and enhance corporate governance. Here’s a summary of some key SEBI LODR notifications and amendments over recent years: 1. SEBI LODR Regulations, 2015


The SEBI LODR Regulations, 2015 were introduced to consolidate and streamline the listing and disclosure requirements for listed companies. They aimed to enhance transparency, improve corporate governance, and ensure that investors have access to timely and accurate information. Key aspects included:

• Corporate Governance Requirements: Mandated the formation of various committees like Audit Committee, Nomination and Remuneration Committee, and Stakeholders Relationship Committee.
• Disclosure Requirements: Imposed rigorous disclosure norms related to financial performance, related party transactions, and other material events.

2. Amendments in 2018

• Regulation 17(1)(b): Expanded the definition of "independent directors" and tightened the norms for their appointment.
• Regulation 23: Enhanced the disclosure requirements for related party transactions.
• Regulation 27: Mandated the disclosure of compliance with corporate governance norms in a specific format.

3. Amendments in 2019

• Regulation 29: Revised the timelines for the submission of financial results to improve timeliness.
• Regulation 44: Modified the rules concerning the format and content of the annual report.
• Regulation 30: Introduced stricter disclosure norms for material events and information.

4. Amendments in 2020

• COVID-19 Related Adjustments: Allowed flexibility in compliance timelines due to the pandemic, including extensions for holding annual general meetings and submitting financial reports.
• Regulation 40: Introduced provisions for electronic voting and remote communication for AGMs to facilitate shareholder participation during the pandemic.

5. Amendments in 2021

• Regulation 46: Revised the rules on website disclosures, including requirements for maintaining a functional website with updated information.
• Regulation 40: Addressed delays in processing of investor grievances and the introduction of stricter timelines for redressal.

6. Recent Amendments in 2022

• Regulation 16: Updated the definition of "promoter" and "promoter group" to ensure clarity and avoid ambiguities.
• Regulation 20: Revised the rules for the composition and functions of the Stakeholders Relationship Committee.
• Regulation 31: Mandated more detailed disclosure of shareholding patterns, including the classification of shareholders.

7. Amendments in 2023

• Regulation 30: Enhanced disclosure requirements related to financial results and key decisions taken by the board of directors.
• Regulation 40: Revised the norms for the processing of investor complaints and the handling of physical share certificates to promote digitalization.

Key Takeaways

• Enhanced Transparency: The amendments frequently aim to improve transparency and accountability in corporate governance.
• Timely Disclosures: Regular updates to disclosure requirements ensure that investors receive timely and accurate information.
• Adaptation to Market Conditions: Amendments often reflect changes in market conditions, such as adjustments during the COVID-19 pandemic or updates for digital transformation.