Listed entities are bound by specific compliance requirements under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. These regulations outline various obligations that key personnel, including directors and compliance officers, must adhere to ensure proper governance and transparency. This guide provides an overview of these obligations, covering essential aspects such as compliance officer duties, share transfer procedures, document preservation, and grievance redressal mechanisms.
Common Obligations of Listed Entities as Per SEBI (LODR) Regulations, 2015
| Regulation 5: General Obligation of Compliance |
- Applicable on Key Managerial Personnel, Directors, Promotors or any other person who delas with listed entity
- Complies with these regulations
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| Regulation 6: Compliance Officer and his/her obligations |
- Appoint qualified Company Secretary as Compliance Officer
- Vacancy: filled at the earliest not later than 3 months
- Compliance officer shall ensure –
i. Conformity with regulatory provisions
ii. Co-ordination with and reporting to the Board, Stock exchange and depositories
iii. Correct provisions have been followed
iv. Monitoring email address of grievance redressal division
- Not Applicable: units issued by mutual funds which are listed on recognised stock exchange(s) but shall be governed by the provisions of the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996.
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| Regulation 7: Share Transfer Agent |
- Listed Entity: In house Share Transfer Agent (If no of holders exceed 1 Lakh Share Transfer Agent to be registered as Category II with Board)
- Submit Compliance Certificate to the exchange within 30 days from end of the financial year
- Intimate stock exchange (Within 7 days of entering into an agreement)
- Agreement to be placed in the subsequent meeting of Board of Directors
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| Regulation 8: Co-operation with intermediaries registered with Board |
- Co-operate and submit correct and adequate information to intermediaries registered with Board
- Not Applicable on Units issued by mutual funds listed on recognized Stock Exchange for which the provisions of the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996 shall be applicable
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| Regulation 9: Preservation of documents |
- Two categories of policies approved by the Board of Directors
i. documents whose preservation shall be permanent in nature;
ii. documents with preservation period of not less than eight years after completion of the relevant transactions:
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| Regulation 10: Filing of Information |
- file the reports, statements, documents, filings and any other information with exchange
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| Regulation 11: Scheme of arrangement |
- Any scheme of arrangement /amalgamation /merger /reconstruction /reduction of capital etc. to be presented to any Court or Tribunal does not in any way violate, override or limit the provisions of securities laws or requirements of the stock exchange(s):
- Not applicable: units issued by Mutual Fund which are listed on a recognised stock exchange(s)
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| Regulation 12: Payment of dividend or interest or redemption or repayment |
- Use any electronic mode for payment as specified in schedule I for payment of –
- If not electronic mode: “Payable at par” warrants or cheques
- If the amount of dividend excess Rs. 1500- “Payable at par” warrants or cheques shall be sent by speed post
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| Regulation 13: Grievance Redressal Mechanism |
- Redress not later than 21 calendar days from the date of receipt of grievance
- Ensure it is registered on SCORES platform
- File a statement on quarterly basis with Stock exchange within 21 days from end of each quarter
- Place the statement before the board of directors
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| Regulation 14: Fees and other charges to be paid to the recognized stock exchange |
- Listed entity to pay all such fees and charges
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Conclusion: Adhering to SEBI (LODR) Regulations, 2015 is crucial for maintaining transparency and regulatory compliance for listed entities. From appointing a qualified compliance officer to managing share transfers and handling grievances, these regulations ensure robust governance practices. By understanding and fulfilling these obligations, entities can enhance their regulatory adherence and operational efficiency, contributing to a well-regulated and transparent financial market.
