SEBI LISTING REGULATIONS “website & newspaper disclosures”

SEBI LISTING REGULATIONS “website & newspaper disclosures”

website
* The listed entity shall maintain a functional website containing the basic information about the listed entity.
*    The listed entity shall ensure that the contents of the website are correct.
*    Updations of change: The listed entity shall update any change in the content of its website within two working days from the date of such change in content

*      INFORMATION REQUIRED TO BE DISCLOSE ON WEBSITE:
i.        Details of its Business.
ii.      Terms and conditions of appointment of independent directors.
iii.   Composition of various committees of board of directors
iv.    Code of Conduct of board of Directors and Senior Management Personnel.
v.      Details of establishment of vigil mechanism/ Whistle Blower policy
vi. Criteria of making payments to non-executive directors , if the same has not been disclosed in annual report
vii.   Policy on dealing with related party transactions
viii. [1]Policy for determining ‘material’ subsidiaries
ix.      The email address for grievance redressal and other relevant details
x.     Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances
xi.    Shareholding Pattern
xii.  Details of agreements entered into with the media companies and/or their associates,    etc
xiii.  New Name and the old name of the listed entity for a continuous period of one year, from the date of the last name change
xiv.    financial information including
§  notice of meeting of the board of directors where financial results shall be discussed
§  financial results, on conclusion of the meeting of the board of directors where the financial results were approved
§  complete copy of the annual report including balance sheet, profit and loss account, directors report, corporate governance report etc;
xv.  Details of familiarization programmes imparted to independent directors including the following details
§  Number of programmes attended by independent directors (during the year and on a cumulative basis till date),
§  number of hours spent by independent directors in such programmes (during the year and on cumulative basis till date), and
§  other relevant details
xvi.        Item mentioned below from point No.(i) to (iv) also required to publish in website.

xvii.   Disclosure of events or information: The listed entity shall disclose on its website all such events or information which has been disclosed to stock exchange(s) under regulation 30[2], and such disclosures shall be hosted on the website of the listed entity for a minimum period of five years and thereafter as per the archival policy of the listed entity, as disclosed on its website.

NEWSPAPER:

ADVERTISMENT IN NEWSPAPERS:
The listed entity shall publish the following below given information in News Paper:

                i.     Notice of Meeting:
Notice of meeting of the board of directors where financial results shall be discussed.

           ii.       Financial Result:
Financial results, as specified in regulation 33, along-with the modified opinion(s) or reservation(s), if any, expressed by the auditor.
  
Note:
a)    if the listed entity has submitted both standalone and consolidated financial results, the listed entity shall publish consolidate financial results along-with:
§ 
Turnover
§  Profit Before Tax
§  Profit After Tax

b)    A reference to the places, such as the website of listed entity and stock exchange(s), where the standalone results of the listed entity are available.

 iii.       Statements of Deviation(s) or Variation(s) as specified in sub-regulation (1) of regulation 32 on quarterly basis, after review by audit committee and its explanation in directors report in annual report.

       iv.            Notices given to Shareholders by Advertisement.
 Condition: Conditions while publishing in Newspaper

Ø Listed Company along with the above mention information will give link of the website of listed entity and stock exchange(s), where further details are available

Ø Publish newspaper simultaneously with the submission of the same to the stock exchange(s).

Ø Financial Result: shall be published within 48 hours of conclusion of the meeting of board of directors at which the financial results were approved.

Ø The information at shall be published in at least one English language national daily newspaper circulating in the whole or substantially the whole of India and in one daily newspaper published in the language of the region, where the registered office of the listed entity is situated:

Non Applicability:
Requirements of this regulation shall not be applicable in case of listed entities which have listed their specified securities on SME Exchange


Website disclosure requirement for listed entity having NON-CONVERTIBLE
DEBT SECURITIES OR NON-CONVERTIBLE REDEEMABLE PREFERENCE SHARES
OR BOTH:
62. WEBSITE.
(1) The listed entity shall maintain a functional website containing the following information about the listed entity:-

(a) details of its business;
(b) financial information including complete copy of the annual report including balance sheet, profit and loss account, directors report etc;
(c) contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances;
(d) email address for grievance redressal and other relevant details;
(e) name of the debenture trustees with full contact details;
(f) the information, report, notices, call letters, circulars, proceedings, etc concerning non-convertible redeemable preference shares or non convertible debt securities;
(g) all information and reports including compliance reports filed by the listed entity;
(h) information with respect to the following events:
(i) default by issuer to pay interest on or redemption amount;
(ii) failure to create a charge on the assets;
(iii) revision of rating assigned to the non convertible debt securities:

(2) The listed entity may also issue a press release with respect to the events specified in sub-regulation (1).
(3) The listed entity shall ensure that the contents of the website are correct and updated at any given point of time.

(Author – CS Divesh Goyal, GOYAL DIVESH & ASSOCIATES Company Secretary in Practice from Delhi and can be contacted at csdiveshgoyal@gmail.com).

Disclaimer: The entire contents of this document have been prepared on the basis of relevant provisions and as per the information existing at the time of the preparation. The observations of the author are personal view and the authors do not take responsibility of the same and this cannot be quoted before any authority without the written

[1] As per regulation 30(4)(ii)
[2] Complete regulations is discussed in article no.VI.

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