Relaxation by SEBI for non-submission of hard copy of Annual Report to Shareholders and dispension from sending proxy forms in case meeting is held electronically by Listed Entities till 31.12.2021 due to the COVID-19 pandemic

Pursuant to the relaxations granted by MCA, SEBI has relaxed the requirements mentioned in Para 3 to 6 of the circular no SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 in respect of sending physical copies of annual report to shareholders and requirement of proxy for general meetings held through electronic mode, till 31st December 2021.

Accordingly, the requirements of Regulations 36 (1)(b) and (c) and Regulation 58 (1)(b) &(c) of the LODR are dispensed with for listed entities who conduct their AGMs during the calendar year 2021 (i.e. till December 31, 2021)

Further, the requirement under regulation 44 (4) of the LODR for sending proxy forms to holders of securities, is dispensed with temporarily, in case of meetings held through electronic mode only.

This relaxation is available for listed entities who conduct their AGMs through electronic mode during the calendar year 2021 (i.e. till December 31, 2021).

Text of the Circular is given below-

Securities and Exchange Board of India

CIRCULAR

SEBI/HO/CFD/CMD2/CIR/P/2021/11 

January 15, 2021

To,

All Listed entities
All Recognized Stock Exchanges

Dear Sir/Madam,

Sub: Relaxation from compliance with certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 due to the CoVID -19 pandemic

1. SEBI vide Circular no. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 had inter-alia relaxed certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“LODR”) related to general meetings, pursuant to relaxations by the Ministry of Corporate Affairs (MCA).

2. Subsequently, MCA vide Circular dated December 31, 2020 has further extended relaxations to companies to conduct their Extraordinary General Meeting (EGM) through Video Conferencing (VC) or through other audio-visual means (OAVM) (hereinafter referred to in this circular as ‘electronic mode’) upto June 30, 2021. Further, vide Circular dated January 13, 2021, MCA has also extended these relaxations to Annual General Meeting (AGMs) of companies due in the year 2021 (i.e. till December 31, 2021).

3. Accordingly, the relaxations in Paras 3 to 6 of the aforementioned SEBI Circular dated May 12, 2020 in respect of sending physical copies of annual report to shareholders and requirement of proxy for general meetings held through electronic mode, are extended for listed entities, till December 31, 2021.

4. This Circular shall come into force with immediate effect. The Stock Exchanges are advised to bring the provisions of this circular to the notice of all listed entities and also disseminate on their websites.

5. The 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 Regulation 101 of the LODR.

Yours faithfully,

Surabhi Gupta
General Manager
Compliance and Monitoring Division
Corporation Finance Department
Tel No. 022-26449315
Email id: [email protected]

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