SEBI Press Release – SEBI Board Meeting (March 25, 2021)

The SEBI Board met on March 25, 2021 where it, inter-alia, took the following decisions:

Review of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

 SEBI Board approved several amendments to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 which inter-alia covers the requirement for formulation of dividend distribution policy to the top 1,000 listed companies on the basis of market capitalization; in case of board meeting held for more than one day, financial results must be disclosed by the listed entities within 30 minutes of end of the board meeting for the day on which the financial results are considered; the timelines for submission of periodic reports viz. statement of investor complaints, corporate governance report and shareholding pattern will be harmonized to 21 days from the end of each quarter; the requirement to constitute the Risk Management Committee (RMC) has been extended to the top 1,000 listed entities by market capitalization from the existing top 500 listed entities etc.

Review of SEBI (Delisting of Equity Shares) Regulations, 2009

SEBI Board has approved several amendments to the SEBI (Delisting of Equity Shares) Regulations, 2009 to make the delisting process more transparent and efficient which inter-alia covers that promoter/acquirer will be required to disclose their intention to delist the company by making an initial public announcement; the committee of independent directors will be required to provide their reasoned recommendations on the proposal for delisting; timelines for completion of various activities forming part of delisting process have been introduced / revised to make the process more efficient etc.

Review of framework of Innovators Growth platform (IGP) under SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018

The SEBI Board has approved the various changes to the framework for listing on the Innovators Growth Platform with an objective to make the platform more accessible to companies in view of the evolving start-up ecosystem. It inter-alia decided to reduce the period of holding of 25% of pre-issue capital of the issuer company by eligible investors to one year from the current requirement of two years.

Business Responsibility and Sustainability Reporting by listed entities

New requirements for sustainability reporting by listed entities have been introduced by SEBI. The new reporting called the Business Responsibility and Sustainability Report (BRSR) will replace the existing Business Responsibility Report (BRR). The BRSR will be applicable to the top 1000 listed entities (by market capitalization), for reporting on a voluntary basis for FY 2021 – 22 and on a mandatory basis from FY 2022 – 23.

Amendment to SEBI (Alternative Investment Funds) Regulations, 2012

The SEBI Board approved the amendments in SEBI (Alternative Investment Funds) Regulations, 2012 which inter-alia covers the removal of restricted activities or sectors from the definition of Venture Capital Undertaking to provide flexibility to Venture Capital Funds registered under Category I Alternative Investment Funds (AIFs)in making investments; providing the definition of ‘startup’; allow AIFs, including Fund of AIFs, to simultaneously invest in units of other AIFs; prescribe a Code of Conduct for AIF etc.

Review of regulatory framework for reclassification of promoter/ promoter group entities

SEBI Board approved the proposal to rationalise the existing framework pertaining to reclassification of promoter/ promoter group entities. It has also been decided to reduce the time gap between the date of board meeting and shareholders meeting for consideration of reclassification request, to a minimum of one month and a maximum of three months from the existing requirement of minimum period of three months and maximum six months.

The Board also approved the amendment to the SEBI (Portfolio Managers) Regulations, 2020, mandating Portfolio Managers to obtain prior approval of SEBI for change in control. Also, it has approved proposal for intermediaries to pay fees only through online payment gateway and doing away with physical mode of payment to encourage digital payment.

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April 2021