Introduction: The National Stock Exchange of India (NSE) has issued a crucial circular, Ref No: NSE/CML/2024/07, on March 27, 2024, emphasizing the importance of corporate grouping disclosure for listed companies. This article delves into the details of this circular, its implications, and the necessary actions companies need to take to comply with NSE regulations.
Detailed Analysis: The circular builds upon its predecessor, Ref. No. NSE/CML/2023/81 from November 30, 2023, which outlined the necessity for listed companies to disclose any changes in their corporate group promptly. Such changes may stem from corporate restructuring, takeovers, mergers, demergers, acquisitions, or delistings. The Exchange mandates that these changes must be communicated within two working days of their effective date.
A notable addition introduced by NSE is an online module accessible via the NEAPS application. This module streamlines the process for listed companies to file their corporate group changes efficiently. By incorporating technology, NSE aims to enhance transparency and facilitate seamless compliance for companies.
Moreover, the circular clarifies that the corporate group repository serves the compliance purpose with SEBI Circular No. SEBI/ HO/AFD/AFD –PoD –2/CIR/ P/2023/148, dated August 24, 2023. It emphasizes that this repository should not be misconstrued as a legal interpretation or definition of terms like ‘group,’ ‘related party,’ or ‘associate companies’ mentioned in other SEBI regulations, circulars, or acts.
Conclusion: In conclusion, the circular issued by the National Stock Exchange of India underscores the criticality of timely and accurate disclosure of corporate group changes by listed companies. The introduction of an online module signifies a progressive step towards enhancing regulatory compliance and transparency in the Indian stock market. It behooves listed companies to adhere to these disclosure requirements diligently to maintain regulatory compliance and foster investor trust. Manasi Sawant, Senior Manager at NSE, urges companies to take heed of these obligations and ensure meticulous adherence to the prescribed procedures.
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National Stock Exchange of India
Download Ref No: NSE/CML/2024/07 Date: March 27, 2024
To All Listed Companies,
Sub: Corporate Grouping of Listed Companies
This is in reference to the NSE Circular Ref. No. NSE/CML/2023/81 dated November 30, 2023 regarding Corporate Grouping of Listed Companies. It was informed by the Exchange that in case of any change in corporate group of any listed company pursuant to any event such as Corporate Restructuring, Takeover, Merger, Demerger, Acquisition, Delisting etc., the companies are required to intimate the Exchange within Two Working Days of the Effective Date of the change.
In this regard, it is to be noted that the Exchange has introduced an online module to facilitate the listed companies to file the intimation of change of its corporate group through NEAPS application (Link: https://neaps.nseindia.com/NEWLISTINGCORP/login.jsp).
Therefore, henceforth the companies are required to intimate the change in their corporate group within Two Working Days of the Effective Date of the change through the online module only in NEAPS application. The path of the module and procedure to change the corporate group is annexed hereby as an Annexure.
It may be noted that the corporate group repository has been formulated only for the purpose of compliance with SEBI Circular No. SEBI/ HO/AFD/AFD –PoD –2/CIR/ P/2023/148 dated August 24, 2023 and should not be considered as a legal interpretation/ definition of the terms such as ‘group/ related party/ associate companies’ mentioned in any other SEBI Regulation/Circular/Act etc.
The listed companies are requested to take note of the aforementioned disclosure requirements and exercise abundant precaution while identifying and intimating its Corporate Group.
For and on behalf of
National Stock Exchange of India Limited
Manasi Sawant
Senior Manager
