NSE: Frequently asked questions with respect to Related Party Transactions

✓ National Stock Exchange of India Limited (NSE) vide it's circular dated April 25, 2022, has issued frequently asked questions with respect to disclosure of Related Party Transactions under Regulation 23 of SEBI Listing Regulations, 2015.

SEBI Update: Filing of investor grievances in XBRL format

✓ This is with respect to reference to Regulation 13(3) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, wherein the listed entities are required to file with the recognized stock exchange(s) on a quarterly basis, within twenty one days from the end of each quarter, a statement giving the number of investor complaints

pending at the beginning of the quarter, those received during the quarter, disposed of during the quarter and those remaining unresolved at the end of the quarter.

✓ NSE: has, vide circular dated April 11, 2022, introduced an offline utility for XBRL filling under Regulation 13(3) of SEBI (LODR) Regulations, 2015.

✓ The Excel Utility for filing the Investor Grievance Report in the prescribed format in XBRL.

✓ NSE further clarified that filings in respect of Investor Grievance Report [Regulation 13(3)] by all listed companies shall be in XBRL mode only. The exchange will take cognizance of only those disclosures which are filed under relevant path as specified above using NSE’s Electronic Application Processing System (NEAPS).

✓ BSE: has also clarified that filings of statement of redressal of investor grievance under (Regulation 13 (3)) should be done by all listed companies, in XBRL mode only.

✓ The Excel Utility for filing the statement of redressal of investor grievance in the prescribed Format in the XBRL mode has been made available in XBRL section of the Listing Centre.

✓ Companies which have already submitted the disclosure through BSE listing entre (i.e. webform) till date may please follow the process mentioned in the circular from next quarter onwards.

✓ In case of any query drop mail to bse.xbrl@bseindia.com or call the Helpdesk on toll free number 1800 233 0445.

✓ To read, BSE Circular please click here.

SEBI Update: Clarification on applicability of Related Party Transactions and shareholders approval

✓ SEBI vide it's circular dated April 8, 2022, clarified on following:

✓ Provisions: Regulation 23(3)(e) of the SEBI LODR Regulations specifies that omnibus approval granted by the audit committee shall be valid for a period not exceeding one year and shall require fresh approvals after expiry of one year. Regulation 23(4) of the SEBI LODR Regulations requires shareholder approval for material related party transactions (RPTs).

✓ Companies Act, 2013: Section 96(1) of the Act specifies that the time gap between two Annual General Meetings (AGMs) cannot be more than fifteen months.

Query: What's the validity of period for the omnibus approval where the transactions are material and shareholders’ approval is also required.

Response: The shareholders’ approval of omnibus Related Party Transactions (RPTs) approved in an Annual General Merting shall be valid upto the date of the next AGM for a period not exceeding fifteen months.

- Further, in case of omnibus approvals for material RPTs, obtained from shareholders in general meetings other than AGMs, the validity of such omnibus approvals shall not exceed one year.

✓ To read SEBI Circular, please click here

Companies Act Update: Amendment in Inspection and allied provisions

✓ Amendment to Companies (Management & Administration) Rules, 2014.

- Rule 14 of the above named Rules (read with Sec. 94), gives right for inspection of Register of Members/ Debenture holders/ other security holders or taking extracts of these by any member/ debenture holder/ security holder/ beneficial owner/ any other person.

- In that regard, the inspecting member/ person cannot "inspect" or "take extracts" of following details in respect of the members of the Company: -

1. Address (In case of Corporate)

2. Email id

3. Unique Identification Number

4. PAN No 

- This amendment shall be effective from April 6, 2022.