Securities and Exchange Board of India

Circular No. SEBI/HO/DDHS/DDHS_Div1/P/CIR/2022/159 Dated November 24, 2022

To,
Entities buying, selling, trading or otherwise dealing in listed Non-convertible Securities

Madam/ Sir,

Sub:  Reporting of trades in non-convertible securities under SEBI (Issue and Listing of Non-Convertible Securities) Regulations, 2021

1. SEBI, vide Operational Circular No. SEBI/HO/DDHS/P/CIR/2021/613 dated August 10, 2021 (as amended from time to time), has prescribed the requirements pertaining to operational and other aspects relating to the issue and listing of Non-convertible Securities. In the said Operational Circular, Chapter XVI on ‘Reporting of Trades’, inter alia, contains provisions relating to reporting, clearing and settlement of OTC trades by all person(s) dealing in non-convertible securities.

2. It is observed that information on OTC trades in listed Non-convertible Securities provided to the Stock Exchange(s) by the investors is incomplete and/ or inaccurate. This, in turn, amounts to incorrect and distorted information being displayed on the Stock Exchanges’ websites. In order to address the issue, it has been decided all OTC trades shall be reported in a uniform format specified in (3) below.

3. Consequently, paragraph 1.3 of Chapter XVI, titled, “Reporting of Trades”, of the Operational Circular shall be replaced as follows:

“1.3. The reporting of OTC trades in non-convertible securities shall be made by all person(s) dealing in such securities irrespective of whether they are SEBI registered intermediaries or otherwise, as per below mentioned format:

SEBI registered intermediaries or otherwise, as per below mentioned format

4. Stock Exchanges shall monitor the compliance of this circular / chapter XVI of the Operational circular and bring to the notice of SEBI, periodically, discrepancies in reporting of OTC trades by investors.

5. The provisions of this circular shall come into force from January 01, 2023.

6. 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 55 (1) of the SEBI (Issue and Listing of Non-convertible Securities) Regulations, 2021 to protect the interest of investors in securities and to promote the development of, and to regulate the securities market.

7. This Circular is available at sebi.gov.in under the link “Legal→ Circulars”.

Yours faithfully,
Pradeep Ramakrishnan
General Manager
Department of Debt and Hybrid Securities
+91-22-26449246
pradeepr@sebi.gov.in

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