September 09, 2021
Summary of the Amendment Notification issued by SEBI on 07/09/2021
The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fifth Amendment) Regulations, 2021.
This amendment essentially modifies the existing compliance and disclosure framework applicable to Non-Convertible Securities Listed Companies (“NCSLC”). The key highlights of these changes are listed below –
- An entity which has listed its non-convertible debt securities and has an outstanding value of listed non-convertible debt securities of Rupees Five Hundred Crore and above shall be categorized as the “High Value Debt Listed Entities”
- The SEBI has extended corporate governance framework (composition of board, constitution of Committees, ID appointment, RPT approvals etc.) which is applicable to equity listed companies to High Value Debt Listed Entities. The implementation of these amendments is on ‘comply or explain’ basis till March 31, 2023 and mandatory thereafter.
- The periodicity of financial results approval and submission by NCSLC changed from ‘half yearly’ to ‘quarterly’ (only standalone results are mandatory on quarterly basis);
- NCSLC are mandated to give at least 2 working days prior notice to Stock Exchange for Board Meeting held to consider financial results
- NCSLC are mandated to submit statement of deviation and variation of fund raised through Non-Convertible Debt Securities on quarterly basis (against existing half yearly requirement)
- NCSLC are mandated to submit to the Stock Exchange a quarterly report on total interest/principal due for payment during the quarter within 5 Working Days prior to commencement of quarter and a certificate confirming payment of all interest/ principle due for payment during the quarter within 7 Working Days from the end of each quarter.
- Website disclosure requirements for High Value Debt Listed Entities are made at par with Equity Listed Entities.
- IEPF related provisions have been made applicable with regard to unclaimed debt securities and interest with regard to the same.