The Institute of Company Secretaries of India
Statutory body under an Act of Parliament
(Under the jurisdiction of Ministry of Corporate Affairs)


April 22, 2021

Shri Amarjeet Singh0
Executive Director
Securities and Exchange Board of India
SEBI Bhavan, Plot No.C4-A, `G’ Block
BandraKurla Complex, Bandra (East)
Mumbai — 400051

Subject : Request for extension of timelines due to COVID-19-reg.

Respected Sir,

As your goodself is aware that the second wave of COVID-19 pandemic is spreading fast and economy is again gripping in the crisis. The situation in the major cities is again worsening and Government has imposed various restrictions to curb the impact. In these challenging times, stakeholders are finding it difficult to meet the ends and function smoothly. Considering the current crisis, we request your esteemed office to consider relaxations in due dates of the following compliances:

SI.No. Particulars Timeline Suggestion
SEBI (LODR) Regulations, 2015
1.  Regulation 44 (4) – Requirement of proxy forms The listed entity shall send proxy forms to holders of securities in all cases mentioning that a holder may vote either for or against a resolution The requirement may be dispensed with  upto December 31, 2021, in case of listed  entities holding  general meetings through electronic mode only
2. Regulation 44(5)- Holding of Annual General Meetings for top 100 listed entities The top  100  listed entities  by market
capitalization, determined as on
March 31st of every financial  year, shall hold their AGM within a  period of  five months from the date of  closing of   the financial    year i.e by 31st August, 2021
The extension in holding the AGM may be granted upto 30th September, 2021.
3. Regulation 29 (2) — Prior intimation to stock exchange about meetings of Board Stock Exchanges be     given prior intimation about
meetings of the board (excluding the date of the     intimation   and date of the meeting)
as follows:i)   at least  5 days before the meeting if financial results are to be considered;ii)  2 working days in other cases
Intimation  of  2  working days may be relaxed to   2   days,   for board    meetings held till July 31, 2021
4. Regulation    39(3)   –   Intimation to stock exchange  regarding   loss of share   certificates   and     issue of
duplicate certificates
Listed  entities   are required  to   submit
information regarding loss  of     share certificates and issue of  the duplicate certificates, to the stock exchange within two days of its getting information.
The relaxation may be granted and   the  listed entities may  not be penalised   for not intimating the stock exchange till 31st July,   2021.
5. Regulation    47-     Publication   of advertisements in the newspapers Listed  entities are required to publish in the  newspapers, information   such   as notice   of the   board meeting,        financial results    etc. simultaneously     with the submission of the same  to   the  stock exchange(s). The   financial  results are  required   to  be published within   48 hours of conclusion of the meeting of board of directors at which the  financial  results
were approved.
The requirement of publication of advertisements in newspapers may be exempted   for all  events scheduled till  May 15, 2021.
SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018
6. Provisions  relating    to    Rights Issue Service  of the abridged  letter   of offer, issue   related
advertisement, application   only
through ASBA facility etc.
Relaxation  from strict enforcement of certain regulations  of SEBI (Issue  of Capital and
Disclosure Requirements) Regulations, 2018 pertaining to rights issue    opening
may be extended upto July 31, 2021
7. Regulation 44, 85 and 140 — Opening of the Issue A public issue/rights  issue   may   be opened  within twelve months from the date of issuance of observations by SEBI The validity of the SEBI observations  expiring between April 1, 2021 and June   30,  2021 may be extended upto September,
30 2021
8. Schedule  XVI  (1) (f)(i) – Changes which require fresh filing of the draft offer document Filing  of   fresh offer document is required in case of increase or decrease of issue size beyond  prescribed
The relaxation may be given from filing of fresh offer document  upto
June 30, 2021
SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and SEBI (Buy-back of securities) Regulations, 2018
9. Regulation   18(2) of  SEBI (Substantial   Acquisition        of Shares and Takeovers) Regulations, 2011 Regulation 9(ii) of SEBI (Buy-back of securities) Regulations, 2018— Service of the letter of offer and/or tender form and other offer related material to shareholders Service of the letter of offer and/or tender form and other offer related material to shareholders Relaxation may be given from strict enforcement of service of the letter of offer and/or tender form and other offer related material to shareholders till 31st July, 2021
10. Regulation 24(i)(f)  of SEBI (Buy- back of Securities) Regulations, 2018 — Restriction on raising further capital Listed   entities  shall not raise  further
capital for a period of one  year from the expiry  of buyback period, except  in discharge  of   their subsisting obligations
The period of one
year may be reduced to    six months, which would be in line with   section 68(8)  of   the Companies Act, 2013. This shall enable companies to have quicker access to capital.This relaxation may be granted till December 31, 2021
SEBI Circulars
11 SEBI Circular HO/DDHS/CIR/P/2018/144 dated November 26, 2018 – Large Corporate -Initial Disclosure and Annual Disclosure Initial  Disclosure     – within 30 days from the beginning of Financial year Annual Disclosure -within    45    days
from the end of Financial year
The  extension may be granted upto 30th June, 2021 for both the disclosures
12 SEBI  Circular  no. CIR/IMD/DF/18/2013 dated October 29, 2013 SEBI/HO/DDHS/CIR/P/2019/115 dated October 22, 2019 and SEBI/HO/DDHS/CIR/P/2019/167 dated December 24, 2019 Issuance   of    Debt  Securities   / Commercial Papers The  companies proposing    to    make public   issue  of
NCD/NCRPS/CPs, debt  securities    are required to give the audited  financials   in
the offer document, which are not older than 6 months from the date of prospectus
The period of 6 months may be relaxed and the audited financials in the offer document, which are not older than 7 months from the date of prospectus may be allowed.

We hope that the above submissions would be considered favorably.

We shall be pleased to provide any further information in this regard on hearing from your goodself.

Thanking You,
Yours faithfully,

CS Asish Mohan

CC: 1. Ms.Barnali Mukherji, CGM, SEBI

2. Shri Pradeep Ramakrishnan, GM, SEBI

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