Securities and Exchange Board of India
Consultation Paper dated 11th September 2020 on review of SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015 for Public Comments
Review of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
A. Objective
To solicit public comments / views on the proposed amendments to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred as “LODR Regulations” or “LODR”) inter-alia to strengthen corporate governance practices and disclosure requirements, ease compliance burden on listed entities, harmonize with the Companies Act, 2013 and maintain consistency within the LODR Regulations.
B. Review of the LODR and proposed amendments:
The LODR Regulations were notified on September 2, 2015, after an extensive and exhaustive consultation. The LODR Regulations consolidated and streamlined the provisions of listing agreements that existed for different segments of the capital market. The provisions of the LODR Regulations have been categorized into various chapters viz., Chapter – I to XII.
Subsequent to the implementation of the LODR Regulations, various changes have taken place in the regulatory landscape, like
- Amendments made to the Companies Act, 2013 (‘Companies Act’);
- Repeal of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 and substitution with ICDR Regulations, 2018 (‘ICDR Regulations’);
- Issue of informal guidance/ interpretative letters regarding interpretation of various provisions of the LODR Regulations etc.
While SEBI has endeavoured to keep the LODR Regulations and the circulars issued thereunder in line with the ever evolving market dynamics, many representations continue to be received from various stakeholders on various aspects of these regulations. A need was thus felt to review and align the LODR Regulations with the following objectives:
(1) To strengthen corporate governance practices and disclosure requirements (proposed amendments at Annex A);
(2) To ease the compliance burden on listed entities (proposed amendments at Annex B);
(3) Other amendments inter-alia to maintain consistency within the LODR Regulations, harmonize the LODR Regulations with the Companies Act, (proposed amendments at Annex C) and maintain gender neutrality;
C. Public Comments
This consultation paper seeks public comments on the proposed amendments to Chapters I – IV, XII and the corresponding schedules of the LODR Regulations, as detailed at Annex A to C. The comments/suggestions may be provided as per the format given below:
| Name of the person/entity | |||
| Sr.No. | Pertains to Regulation/sub- regulation/schedule/ clause/sub- clause (as applicable) | Proposed /suggested changes | Rationale |
Comments may be sent by email to Mr. Pradeep Ramakrishnan, General Manager, at [email protected], Ms. Ishita Sharma, Manager, at [email protected], Ms. Sonal Pednekar, Manager, at [email protected] and Mr. Rajendran S, Asst. Manager, at [email protected] no later than October 11, 2020.
Issued on: September 11, 2020
Annexure A–PROPOSED AMENDMENTS TO STRENGTHEN CORPORATE GOVERNANCE PROVISIONS
Annexure B-PROPOSED AMENDMENTS TO EASE COMPLIANCE BURDEN ON LISTED ENTITIES
Annexure C-PROPOSED AMENDMENTS FOR MAINTAINING CONSISTENCY WITHIN LODR REGULATIONSAND HARMONIZATION WITH THE COMPANIES ACT, 2013
