August 01, 2022
Summary of the Circular issued by SEBI and Guidance Note issued by BSE dated 29/07/2022
SEBI issues Operational Circular for listing obligations and disclosure requirements for Non-convertible Securities, Securitized Debt Instruments and/ or Commercial Paper
SEBI vide its circular dated 29/07/2022, for effective regulation of the corporate bond market and to enable the issuers and other market stakeholders to get access to all the applicable circulars at one place, has issued this Operational Circular with compilation of the relevant existing circulars, with consequent changes.
The circulars listed at Annex – 1 stand superseded by this Operational Circular.
In addition to the above, this Circular has prescribed the following:
1. The Format for submission of statement indicating the utilization of issue proceeds of listed Non-convertible Securities to the Stock Exchange(s), by the listed entities, as required under regulation 52(7) of the Listing Regulations, has been included in Chapter IV.
2. The format for review of rating obtained by the listed entity with respect to its non-convertible securities from Credit Rating Agency(ies) registered with SEBI, as required under regulation 55 and formats for submissions to be made by listed entity to the stock exchanges for interest/ dividend/ principal under regulations 57(1), 57(4) and 57(5) of the Listing Regulations.
This circular shall come into force with effect from August 1, 2022.
BSE issues Guidance Note on disclosures pertaining to analysts / institutional investors meet and best practices for Equity Listed Companies
In continuation to the guidance note dated June 29, 2021, titled “Guidance Note on Analyst/Institutional Investors meet”, BSE has issued further clarification for ease of compliance.
Key highlights of the circular are:
- Prior to the meet / call – listed companies are required to submit schedule of analysts or institutional investors meet to the Exchange as per the timelines mentioned under the provisions of LODR Regulations irrespective of it being an earnings call or otherwise. It also recommends submitting the presentation of earnings / open ended meet / call are to the Exchange and uploading the same on the company’s website in advance of such meet / call, following best practices by top Indian listed companies.
- During the meet / call – It is recommended to avoid disclosing any Unpublished Price Sensitive Information (UPSI) during discussion in any meet / call and if disclosed whether voluntarily / involuntarily, is mandated to provide a its prompt disclosure.
- Post the meet / call-
The presentation /Audio/video recordings of post earnings/quarterly calls to be promptly made available on the website and in any case, before the next trading day or within twenty-four hours from the conclusion of such calls, whichever is earlier. They shall be hosted on the website for a minimum of five years and thereafter as per the archival policy of the listed entity.
- Its transcripts shall be hosted on the website within five working days of the conclusion of such calls and preserved in permanently as per LODR Regulations.