Institute of Company Secretaries of India

ICSI:PFP: 2020

March 31, 2020

Shri G.V. NageswaraRao
Managing Director & CEO
National Securities Depository Limited
Trade World, A wing, 4th Floor
Kamala Mills Compound, Lower Parel
Mumbai – 400013

Dear Sir,

Sub: Request for relaxation from compliance with the provisions of Regulation 76 of the SEBI (Depositories and Participants) Regulations, 2018

As your good self is aware that the spread of the Corona Virus (COVID-19) in India, and its declaration as pandemic by the World Health Organisation (WHO), has led to the imposition of total lockdown in most of the parts of the nation. This has warranted the need for temporary relaxations in compliance requirements under various laws. In view of the same SEBI has relaxed the time period required in filing of various returns/information including event based forms and the compliances by way of following Circulars :

i) SEBI Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/38 dated March 19, 2020 has relaxedthe compliance with certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘LODR’) and Circulars followed by Circulars No. SEBI/HO/DDHS/ON/P/2020/41 dated March 23, 2020 and SEBI/HO/CFD/CMD1/CIR/P/2020/48 dated March 26, 2020.

ii) SEBI also provided relaxation from compliances to REITs and InvITs vide Circular Nos. SEBI/HO/DDHS/CIR/P/2020/42 dated March 23, 2020 and to Mutual Funds vide Circular No. SEBI/HO/IMD/DF3/CIR/P/2020/47 dated March 23, 2020.

iii) SEBI Circular No.SEBI/HO/CFD/DCR1/CIR/P/2020/49 dated March 27, 2020 provided relaxation in compliance from certain provisions of the SEBI (SAST) Regulation, 2011.

SEBI has provided relaxations from compliances under SEBI (Credit Rating Agencies) Regulations, 1999 vide its Circular No. SEBI/ HO/ MIRSD/ CRADT/ CIR/ P/ 2020/53 dated March 30, 2020 and also extended deadline for the implementation of Circular on Stewardship Code for all Mutual Funds and all categories of AIFs vide its Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/55 dated March 30, 2020. SEBI has also provided relaxation in processing of documents pertaining to FPIs vide Circular No. SEBI/HO/FPI&C/CIR/P/2020/056 dated March 30, 2020 and to Portfolio Managers vide Circular No. SEBI/HO/IMD/DF1/CIR/P/2020/57 dated March 30, 2020.Relaxation in compliance with requirements pertaining to AIFs and VCFs is also provided vide Circular No. SEBI/HO/IMD/DF1/CIR/P/2020/58 dated March 30, 2020.

We wish to draw your kind attention to the requirement of submission of quarterly return of reconciliation of capital by issuer i.e. reconciliation of total issued capital, listed capital and admitted capital held by depositories in dematerialized form, the details of changes in share capital during the quarter and the in-principle approval obtained by the issuer from all the stock exchanges where it is listed in respect of such further issued capital under Regulation 76 of the SEBI (Depositories and Participants) Regulations, 2018.

The aforesaid certificate is required to be submitted by a listed entity to the Stock Exchange within 30 days of the end of each quarter. Hence for the quarter ending March 31, 2020, the due date for filing of Reconciliation of Share Certificate by the listed entity is April 30, 2020.Since the said regulations come under your purview, we have been informed that a suitable representation be made with both the Depositories for their consideration. Taking cognizance of the gravity of the public health situation, we request your good-self to consider granting the relaxation in time period for filing of quarterly return of reconciliation of capital by Listed Entities for the quarter ending on March 31, 2020 by May 31, 2020, without levying any penalty for late filing.

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

Thanking you,

Yours faithfully,

CS Ashish Garg
President

CC: 1. Shri Samar Banwat
Executive Director
National Securities Depository Limited
Trade World, A wing, 4th Floor
Kamala Mills Compound, Lower Parel
Mumbai – 400013

2. Shri Pradeep Ramakrishnan
General Manager
Securities & Exchange Board of India
Plot No.C4-A, ‘G’ Block
Bandra-KurlaComplex, Bandra (East)
Mumbai – 400051

—————————————————

ICSI:PFP: 2020

March 31, 2020

Shri Nehal Vora
Managing Director & CEO
Central Depository Services (India) Limited,
Marathon Futurex, A-Wing
25th floor, NM Joshi Marg, Lower Parel
Mumbai 400013

Dear Sir,

Sub: Relaxation from compliance with provisions of Regulation 76 of the SEBI (Depositories and Participants) Regulations, 2018due to the COVID-19 virus pandemic.

As your goodself is aware that the spread of the Corona Virus (COVID-19) in India, and its declaration as pandemic by the World Health Organisation (WHO), has led to the imposition of total lockdown in most of the parts of the nation. This has warranted the need for temporary relaxations in compliance requirements under various laws.

In view of the same SEBI has relaxed the time period required in filing of various returns/information including event based forms and the compliances by way of following Circulars :

i) SEBI Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/38 dated March 19, 2020 has relaxed the compliance with certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘LODR’) and Circulars followed by Circulars No. SEBI/HO/DDHS/ON/P/2020/41 dated March 23, 2020 and SEBI/HO/CFD/CMD1/CIR/P/2020/48 dated March 26, 2020.

ii) SEBI also provided relaxation from compliances to REITs and InvITs vide Circular Nos. SEBI/HO/DDHS/CIR/P/2020/42 dated March 23, 2020and to Mutual Funds vide Circular No. SEBI/HO/IMD/DF3/CIR/P/2020/47 dated March 23, 2020.

iii) SEBI Circular No. SEBI/HO/CFD/DCR1/CIR/P/2020/49 dated March 27, 2020 provided relaxation in compliance from certain provisions of the SEBI (SAST) Regulation, 2011.

SEBI has provided relaxations from compliances under SEBI (Credit Rating Agencies) Regulations, 1999 vide its Circular No. SEBI/ HO/ MIRSD/ CRADT/ CIR/ P/ 2020/53 dated March 30, 2020 and also extended deadline for the implementation of Circular on Stewardship Code for all Mutual Funds and all categories of AIFs vide its Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/55 dated March 30, 2020. SEBI has also provided relaxation in processing of documents pertaining to FPIs vide Circular No. SEBI/HO/FPI&C/CIR/P/2020/056 dated March 30, 2020 and to Portfolio Managers vide Circular No. SEBI/HO/IMD/DF1/CIR/P/2020/57 dated March 30, 2020. Relaxation in compliance with requirements pertaining to AIFs and VCFs is also provided vide Circular No. SEBI/HO/IMD/DF1/CIR/P/2020/58 dated March 30, 2020.

We wish to draw your kind attention to the requirement of submission of quarterly return of reconciliation of capital by issuer i.e. reconciliation of total issued capital, listed capital and admitted capital held by depositories in dematerialized form, the details of changes in share capital during the quarter and the in-principle approval obtained by the issuer from all the stock exchanges where it is listed in respect of such further issued capital under Regulation 76 of the SEBI (Depositories and Participants) Regulations, 2018.

The aforesaid certificate is required to be submitted by a listed entity to the Stock Exchange within 30 days of the end of each quarter. Hence for the quarter ending March 31, 2020, the due date for filing of Reconciliation of Share Certificate by the listed entity is April 30, 2020. Since the said regulations come under your purview, we have been informed that a suitable representation be made with both the Depositories for their consideration. Taking cognizance of the gravity of the public health situation, we request your good-self to consider granting the relaxation in time period for filing of quarterly return of reconciliation of capital by Listed Entities for the quarter ending on March 31, 2020 by May 31, 2020, without levying any penalty for late filing.

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

Thanking you

Yours faithfully

CS Ashish Garg
President

CC:1. Ms.Nayana Ovalekar
Executive Vice President – Chief Operating Officer,
Central Depository Services (India) Limited,
Marathon Futurex, A-Wing,
25th floor, NM Joshi Marg, Lower Parel,
Mumbai 400013

2. Shri Pradeep Ramakrishnan,
General Manager
Securities & Exchange Board of India
Plot No.C4-A, ‘G’ Block
Bandra-KurlaComplex, Bandra (East),
Mumbai – 400051

Source

1. https://www.icsi.edu/media/webmodules/NSDL.pdf

2. https://www.icsi.edu/media/webmodules/CDSL.pdf

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