The Securities and Exchange Board of India (SEBI) (Listing Obligations and Disclosure Requirements) (LODR) Regulations, 2015 (Listing Regulations) lays down the provisions for effective corporate governance and fair disclosures by listed companies in India.

Regulation 30 of the Listing Regulations requires a listed entity that has listed specified securities1, to provide disclosure of material events or information to the stock exchange in accordance with Part A of Schedule III of the LODR Regulations.

The events disclosed under Schedule III of the Listing Regulations are as below:

  • Para A of Part A of the Schedule III are deemed to be material events which are required to be disclosed
  • Para B of Part A of Schedule III are to be disclosed on the basis of the materiality policy formulated by the listed entity.

New development

SEBI, through a notification dated 14 June 2023, issued various amendments with respect to disclosure of material events or information by issuing the SEBI (Listing Obligations and Disclosure Requirements) (Second Amendment) Regulations, 2023 (the amendment).

Subsequently, SEBI issued a Circular (the circular) on 13 July 2023 which explains the following:

  • The events that should be disclosed as per Para A and Para B of Part A of Schedule III
  • The timeline for disclosure of materiality events and guidance on when an event / information can be said to have occurred and
  • Manner of determination of materiality for events covered in Para B.

These amendments are effective from 15 July 2023.

In this issue of First Notes, we aim to provide an overview of the key amendments made by SEBI related to disclosure of material events or information.

To access the text of the amendment to the Listing Regulations, please click here.

To access the text of the circular issued by SEBI, please click here.

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1 Regulation (2)(1)(zl) of Listing Regulations defines specified securities as equity shares and convertible securities as defined under Regulation 2(1)(eee) of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.