Periodic Compliance Calendar for Listed Companies

TG Team 26 Jan 2016 18,844 Views 4 comments Print SEBI | Articles

CS Amey A Patwardhan

Pursuant to the New Sebi Listing Regulations coming into effect replacing the Listing Agreement with Stock Exchanges, need was felt to revisit the framework of Periodic (Quarterly/ Six-monthly/ Yearly) Compliances that a Listed Entity having listed its ‘specified’ securities on the Stock Exchanges, has to submit. It is important to bear in mind that, now all filings to the Stock Exchanges are to be made vide the online platform made available by respective stock exchange, e.g. BSE Online of BSE Ltd. and NEAPS of National Stock Exchange of India Ltd.

Enclosed is the list of minimum periodic compliances to be done by a Listed Entity pursuant to the provisions of the Companies Act and SEBI Regulations.

Sl. No.	Compliances / Filings	Quarter ended	Last Date
1	[Reg. 13(3) : Statement of Investor Complaints] File with SEs Statement giving no. of Investor Complaints pending at the beginning of quarter, received & disposed of during quarter and remaining unresolved at the end of quarter.Also to place before Board.	31^st March	21-April
		30^th June	21-July
		30^th September	21-October
		31^st December	21-January
2	[Reg. 27(2)(a) : Corporate Govn. Report] File with SEs a Qtly Compliance Report on Corporate Governance (in format specified vide Circular No. CIR/CFD/CMD/5/2015 dt. 24.9.15) alongwith details of all material RPTs – signed by either Compliance officer or CEO.Also to place before Board & upload on website· File Annex I – every quarter · File Annex II – end of FY (for whole FY) · File Annex III – within 6 mths from end of FY (with Q2 report)	31^st March (Annx-I & II)	15-April
		30^th June (Annx-I)	15-July
		30^th September (Annx-I & III)	15-October
		31^st December (Annx-I)	15-January
3	[Reg. 31(1)(b) : Shareholding Pattern] File with SEs a Statement showing holding of Securities & Shareholding Pattern for each class of securities in format specified & upload on websiteAdditionally :- 1 day prior to Listing of Securities – Within 10 days of any capital restructuring resulting in a change > 2% of Share Capital	31^st March	21-April
		30^th June	21-July
		30^th September	21-October
		31^st December	21-January
4	[Reg. 33(3)(a) : Financial Results] File with SEs qtly & year-to-date audited or unaudited Standalone Financial Results & upload on websiteCompany having subsidiaries may submit Consolidated AFR – qtly/ year-to-date· If Un-audited: alongwith Limited Review Report · For Yrly results: alongwith Form A/ B	31^st March	30-May
		30^th June	15-August
		30^th September	15-November
		31^st December	15-February
5	[Reg.55A : SEBI (DP) Reg, 1996] Reconciliation of Share Capital Audit Certificate- to be submitted to BSE / NSE	31^st March	30-April
		30^th June	30-July
		30^th September	30-October
		31^st December	30-January
6	[Reg. 7(3) : Compliance Certificate certifying maintaining physical & electronic transfer facility] File with SEs Compliance Certificate signed by CS & STA certifying physical & electronic share transfer facilities are in place	31^st March	30-April
6		30^th September	31-October
7	[Reg. 40(9) : Certificate from PCS] File with SEs Certificate obtained by STA from a PCS certifying that all transfers/ consolidation etc. are completed within 30 days of lodgement.	31^st March	30-April
7		30^th September	31-October
8	[TDS (S.194 of Income Tax Act, 1961)]
	Payment of TDS (Qtly)	31^st March	30-April
		30^th June	7-July
		30^th September	7-October
		31^st December	7-January
	Return Filing (Qtly); &	31^st March	15-May
		30^th June	15-July
		30^th September	15-October
		31^st December	15-January
	Issue of TDS Certificates (Form 16A)	31^st March	30-May
		30^th June	30-July
		30^th September	30-October
		31^st December	30-January
9	[Reg. 14 : Payment of fees to SEs] Payment of :a. Annual Listing Fees of BSE & NSEb. Custodian Fees of CDSL & NSDL	As specified by SEBI
10	[Reg. 30 & NSE Circular No. NSE/CML/2013/15 dt. 18th December, 2013 & Sebi (PIT) Regulations, 2015)]
	Intimation to the Stock Exchanges regarding Re-opening of Trading Window – with Directors, Statutory Auditors, Secretarial Auditors, Cost Auditors		24 hours after date of Board meeting
	Intimation to the Stock Exchanges regarding closure of Trading Window		24 hours before end of quarter
11	[Reg. 36 : Annual Report to Shareholders] Send Annual Report to Shareholders atleast 21 days before date of AGM		21 days before date of AGM
12	[Reg. 34 : Annual Report to SEs] File with SEs Annual Report within 21 working days of AGM		Within 21 working days of AGM
13	[Regulation 7(1)(b) under Chapter III of SEBI (Prohibition of Insider Trading) Regulations, 2015] Periodic Compliance Calender for Listed Companies		Continual
14	[Regulation 29(1) of SEBI (SAST) Regulations, 2011] Every Acquirer/ PAC acquiring Shares/ Voting rights aggregating to 5% or more of the total shareholding of the target company – to disclose in prescribed format	Within 2 working days of receipt of intimation of allotment of shares / acquisition of shares or Voting Rights to :- a. Every Stock Exchange b. Target Company
	[Regulation 29(2) of SEBI (SAST) Regulations, 2011] Every Acquirer/ PAC holding Shares/ Voting rights aggregating to 5% or more of the total shareholding of the target company – to disclose such holding & every change therein (even if the total holding falls below 5%) if the change exceeds 2% of total shareholding – in prescribed format	Within 2 working days of receipt of intimation of allotment of shares / acquisition of shares or Voting Rights to :- a. Every Stock Exchange b. Target Company
	[Regulation 30(1) of SEBI (SAST) Regulations, 2011] Every person with PAC holding shares exceeding 25% – to disclose aggregate shareholding as of 31-March- in prescribed format	Within 7 working days of end of FY :- Every Stock Exchange Target Company
	[Regulation 30(2) of SEBI (SAST) Regulations, 2011] Promoter with PAC to disclose aggregate shareholding as of 31-March – in prescribed format	Within 7 working days of end of FY :- Every Stock Exchange Target Company
	[Regulation 31(1) of SEBI (SAST) Regulations, 2011] Promoter to disclose details of shares encumbered by him / PAC – in prescribed format	Within 7 working days of creation of encumbrance :- Every Stock Exchange Target Company
	[Regulation 31(2) of SEBI (SAST) Regulations, 2011] Promoter to disclose details of shares invoked/ released from encumbrance by him / PAC – in prescribed format	Within 7 working days of invocation/ release of encumbrance :- Every Stock Exchange Target Company

(Author can be reached at E-Mail- cs.ameypatwardhan@gmail.com, Voice-9833359049)

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4 Comments

S.Gowtham says:

Sir, Are we required to comply with the above, even if it were Debt Instruments listed with RSE ?.

Reply

February 1, 2016 at 3:12 pm
Pratima Agarwal says:

Dear sir,
in point no. 4 date for quarterly result should be 14 for all 3 qtr. other than last qtr ended on 31st march as the regulation said 45 days and July, October and January has 31 days so date will be 14.

in point no. 10 you mentioned the 24 hour before the end of qtr. please clear it as i have get any provision mentioning this type of clause.

Regards,
Pratima

Reply

January 27, 2016 at 5:02 pm