Securities and Exchange Board of India (SEBI) has issued a circular mandating the transition to an online filing system for specific reports under Regulation 10(7) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. This change affects reports related to exemptions under Regulations 10(1)(a)(i) and 10(1)(a)(ii). Currently, these reports are submitted via email. To streamline the process, SEBI is introducing the SEBI Intermediary Portal (SI Portal) for online submissions. A parallel filing system, allowing submissions via both email and the SI Portal, will be in place from the date of the circular until May 14, 2025. After May 15, 2025, the SI Portal will be the sole method for filing these specific reports. Additionally, fee payments for these reports will be exclusively processed through the SI Portal from the date of the circular. Queries can be directed to the provided helpline.
Securities and Exchange Board of India
Circular No. SEBI/HO/CFD/DCR1/CIR/P/2025/0034 Dated: March 20, 2025
To
All Listed Entities
All Recognised Stock Exchanges
Dear Sir/ Madam,
Sub.: Online Filing System for reports filed under Regulation 10(7) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
1. As per Regulation 10(7) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (“Takeover Regulations”), an acquirer is required to submit a report along with supporting documents and non-refundable fee to SEBI in respect of any acquisition of or increase in voting rights pursuant to certain exemptions provided for in Regulation 10. Presently, these reports are submitted through email atcfddcr@sebi.gov.in.
2. In order to facilitate ease of operations in terms of submission and processing of these reports, it has been decided to introduce an online system for filing of these reports through SEBI Intermediary Portal (SI Portal) athttps://siportal.sebi.gov.in.
3. Accordingly, in the first phase, it has been decided to enable filing of two reports under Regulation 10(7), in respect of exemptions provided for in Regulation 10(1)(a)(i) and Regulation 10(1)(a)(ii) of Takeover Regulations, through SI Portal. Filing of reports in respect of other exemptions provided for in Regulation 10 shall continue as per the existing system of filing, i.e., through email.
4. The mechanism for filing reports under Regulation 10(7) in respect of exemptions provided for in Regulation 10(1)(a)(i) and Regulation 10(1)(a)(ii) of Takeover Regulations shall be as follows:
4.1. Filing of reports through SI Portal in respect of exemptions provided for in Regulation 10(1)(a)(i) and Regulation 10(1)(a)(ii) of Takeover Regulations shall run in parallel with the existing system of filing these reports through email;
4.2. The simultaneous filing of these reports through e-mail and SI Portal shall commence from the date of issuance of this circular and the same shall continue till May 14, 2025;
4.3. With effect from May 15, 2025, only the online system for filing these reports through SI Portal shall be the permissible mode for compliance with aforesaid Regulations;
4.4. From the date of issuance of this circular, payment of fees in respect of these two reports shall be enabled through SI Portal and the process of filing these two reports shall be complete only upon payment of fees through SI Portal. Accordingly, payment of fees through the link available on SEBI website (https://eservices.sebi.gov.in/paymentmodule) shall not be available in respect of these two reports;
4.5. In case of any queries or clarifications regarding filing of these reports or related fees, Portal Helpline may be contacted at +9122-2644-9364 or portalhelp@sebi.gov.in.
5. The provisions of this circular shall come into effect from the date of this circular.
6. This circular is issued in exercise of the powers conferred under Section 11(1) of the Securities and Exchange Board of India Act, 1992 read with the aforementioned regulations of Takeover Regulations, to protect the interests of investors in securities and to promote the development of and to regulate the securities market.
7. This circular is available on SEBI website atsebi.gov.in under the category “Legal à Circulars”.
Yours faithfully,
Srishti Ambokar Deputy General Manager +91-22-26449354 srishtijc@sebi.gov.in
