Additional relaxations / clarifications in relation to compliance with certain provisions of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (‘LODR’) due to the
COVID – 19 pandemic
In wake of the current nationwide lock down of 21 days as directed by
Government of India due to issue of Covid-19, a need has been felt to extend
the timelines for processing of various investor requests pertaining to
Compliance and disclosures to be made under SEBI Regulations and various SEBI
circulars. Thus, SEBI after considering the current situation due to COVID 19
has issued Additional relaxations / clarifications in relation to compliance
with certain provisions of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (‘LODR’)
SEBI
vide circular SEBI/HO/CFD/CMD1/CIR/P/2020/63 dated April 17, 2020 states:
1.
SEBI, vide Circular no.
SEBI/HO/CFD/CMD1/CIR/P/2020/38 dated March 19, 2020 and
SEBI/HO/CFD/CMD1/CIR/P/2020/48 dated March 26, 2020 had provided relaxations
from compliance with certain
provisions of the LODR and circulars issued
thereunder. It has been
decided to grant the following further relaxations / issue clarifications
regarding provisions of the LODR in the face of challenges faced by listed
entities due to the COVID-19
pandemic:
A.
Prior intimation to stock exchanges about
meetings of the board:
Regulation 29
(2) of LODR specifies that stock exchanges need to be provided prior intimation about meetings of the board
(excluding the date of the intimation and date of the
meeting) as follows:
·
at least 5 days before the meeting if financial
results are to be considered;
·
2 working days in other cases.
It
has been decided that the above requirement under Regulation 29 (2) of LODR of
prior intimation of 5 days / 2 working
days shall be reduced to 2 days, for
board meetings held till
July 31, 2020.
B.
Intimation to Stock Exchanges
regarding loss of share certificates and issue
of the duplicate certificates:
Regulation 39
(3) of LODR requires listed entities to submit information regarding loss of
share certificates and issue of the duplicate certificates, to the stock
exchange within two days of its getting information. It has been decided that any delay beyond the stipulated time will not attract penal provisions
laid down vide SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2018/77 dated May 3, 2018. This relaxation is for intimations to be made between March 1, 2020 to May 31, 2020.
C. Clarification
regarding the use of digital signatures:
It is hereby
clarified that authentication / certification of any filing / submission made
to stock exchanges under LODR may be done using digital signature
certifications until June 30, 2020.
2.
SEBI, vide circular no.
SEBI/HO/CFD/CMD1/CIR/P/2020/48 dated March 26, 2020 had relaxed the requirements relating to publication of advertisements in newspapers as required
under Regulation 47 of LODR Regulations till May 15, 2020. A similar requirement that exists in
regulation 52(8) and applies to entities which have listed their NCDs and
NCRPS’ as required under Regulation 52(8) of LODR Regulations is also exempt
till May 15, 2020.
3.
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 the content on their websites.
4.
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 regulations 101 and 102 of the LODR and the relaxations
contained herein are subject to the provisions of the Companies Act, 2013 and
rules made thereunder.
DISCLAIMER: THE ARTICLE IS BASED ON THE RELEVANT
PROVISIONS AND AS PER THE INFORMATION EXISTING AT THE TIME OF THE PREPARATION.
IN NO EVENT I SHALL BE LIABLE FOR ANY DIRECT AND INDIRECT RESULT FROM THIS
ARTICLE. THIS IS ONLY A KNOWLEDGE SHARING INITIATIVE.
THE AUTHOR – CS DEEPAK SETH (ASSOCIATE
PARTNER HELPINGHANDS PROFESSIONALS LLP) AND CAN BE REACHED AT
CONTACTHHPRO@GMAIL.COM OR 9910248911.
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