SEBI (PROHIBITION OF INSIDER TRADING) (AMENDMENT) REGULATIONS, 2011 – AMENDMENT IN REGULATION 13 AND SCHEDULE III
NOTIFICATION NO. LAD-NRO/GN/2011-12/16/26150, DATED 16-8-2011
In exercise of the powers conferred by section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Board hereby makes the following Regulations to further amend the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992, namely :—
1. These regulations may be called the Securities and Exchange Board of India (Prohibition of Insider Trading) (Amendment) Regulations, 2011.
2. They shall come into force on the date of their publication in the Official Gazette.
3. In the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992 —
(i) in regulation 13,—
(a) for marginal note, the following shall be substituted, namely:—
“Disclosure of interest or holding in listed companies by certain persons – Initial Disclosure.”;
(b) after sub-regulation (2), the following sub-regulation shall be inserted, namely:—
“(2A) Any person who is a promoter or part of promoter group of a listed company shall disclose to the company in Form B the number of shares or voting rights held by such person, within two working days of becoming such promoter or person belonging to promoter group ;
(c) after sub-regulation (4), the following sub-regulation shall be inserted, namely:—
“(4A) Any person who is a promoter or part of promoter group of a listed company, shall disclose to the company and the stock exchange where the securities are listed in Form D, the total number of shares or voting rights held and change in shareholding or voting rights, if there has been a change in such holdings of such person from the last disclosure made under Listing Agreement or under sub-regulation (2A) or under this sub-regulation, and the change exceeds Rs. 5 lakh in value or 25,000 shares or 1% of total shareholding or voting rights, whichever is lower.”;
(d) in sub-regulation (5), the symbols, numbers and word “(3) and (4)” shall be substituted for, namely:-
“(3), (4) and (4A)”;
(e) in sub-regulation (6), the symbols, numbers and word “(1), (2), (3) and (4)” shall be substituted for, namely:—
“(l), (2), (2A), (3), (4) and (4A)”;
(f) after sub-regulation (7), the following explanation shall be inserted, namely:—
“Explanation— For the purposes of sub-regulations (2A) and (4A), the words “promoter” and “promoter group” shall have the same meaning as assigned to them in terms of regulations framed under clause (h) of sub-section (2) of section 11 of the Act.”
(ii) in Schedule III,—
(a) for Form B, the following Form shall be substituted, namely:—
“FORM B
Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992
[Regulations 13(2), 13(2A) and 13(6)]
Details of shares or voting rights held by Director or Officer and his dependents or Promoter or Person who is part of Promoter Group of a listed company, or positions taken in derivatives by Director or Officer of a listed company and his dependents.
Name, PAN No. & Address of Promoter/ Person who is part of Promoter Group/ Director/ Officer |
Date of assuming office of Director/ Officer OR Date of becoming Promoter/part of Promoter Group |
No. & % of shares/ voting rights held at the time of becoming Promoter/ part of Promoter Group/ Director/ Officer |
Date of intimation to company |
Mode of acquisition (market purchase/ public/ rights/ preferential offer etc.) |
Trading member through whom the trade was executed with SEBI Registration No. of the TM |
Exchange on which the trade was executed |
Buy quantity |
Buy value
|
Note: The above table shall be applicable with suitable modifications to disclosures for position taken in derivatives also.”
(b) for Form D, the following Form shall be substituted, namely:-
“FORM D
Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992
[Regulations 13(4), 13(4A) and 13(6)]
Details of change in shareholding or voting rights held by Director or Officer and his dependents or Promoter or Person who is part of Promoter Group of a listed company.
Name, PAN No. & Address of Promoter / Person who is part of Promoter Group/ Director/ Officer |
No. & % of shares/ voting rights held by the Promoter / Person who is part of Promoter Group/ Director/ Officer |
Date of receipt of allotment advice/ acquis-ition / sale of shares/ voting rights |
Date of intima-tion to company |
Mode of acquis-ition (market purchase / public/ rights/ prefe-rential offer, etc.) /sale |
No. & % of shares/ voting rights post acquisition / sale |
Trading member through whom the trade was executed with SEBI Regist-ration No. of the TM |
Exchange on which the trade was executed |
Buy qty |
Buy value |
Sell qty |
Sell value |
