Compliance Requirements under the Regulations

1. Appointment of Compliance Officer (Regulation 6(1))

The Compliance Officer shall be an officer, who is in whole time employment of the listed entity, not more than one level below the board of directors and shall be designated as a Key Managerial Personnel.

2. Filling the Vacancy in the office of Compliance Officer (Regulation 6(1A))

Any vacancy in the office of Compliance Officer shall be filled within three months of the vacancy.

The listed entity shall not fill such vacancy by appointing a person in interim capacity, unless such appointment is made in accordance with the laws applicable in case of a fresh appointment to such office and the obligations under such laws are made applicable to such person.

3. Filling the Vacancy in the office of Compliance Officer where a resolution plan has been approved (Regulation 6(1B))

Any vacancy in the office of the Compliance Officer of such listed entity in respect of which a resolution plan under section 31 of the Insolvency Code has been approved, shall be filled within a period of three months of such approval. Provided that, in the interim, such listed entity shall have not less than one full-time key managerial personnel managing its day-to-day affairs.

4. Registrar to an Issue and Share Transfer Agent (Regulation 7(1))

Appointment of Registrar to an Issue and Share Transfer Agent or manage in house where holder of securities is up to one lakh.

5. Registration with SEBI as Registrar to an Issue and Share Transfer Agent or appointment of same (Regulation 7(1))

In case of In house share transfer facility, if holder of securities exceeds one lakh, listed entity shall register as Registrar to an Issue and Share Transfer Agent or appoint the Registrar to an Issue and Share Transfer Agent registered with it.

6. Appointment of New Registrar to an Issue and Share Transfer Agent (Regulation 7(4), (5))

The listed entity shall intimate appointment of a new Registrar to an Issue and share transfer agent to the stock exchange(s) within 7 days of entering into the agreement.

7. Integrated Filing (Governance) (Regulation 10(1A), 13(3), 27(2)(a), 44(3); 76 of SEBI (Depositories and Participants) Regulations, 2018)

Listed entities to do Integrated Filing (Governance) for Statement on Investor Grievance Redressal (Reg 13(3)), Corporate Governance Comp. Report (Regulation 27(2) (a)), Share Capital Recon & AR (Reg 76 DP) & Shareholder meetings/voting (Reg 44(3)) within 30 days of Qtr end. W.e.f Mar 1, 2025, Equity/Equity + Debt listed cos at NSE & BSE must file via Single API system, avoiding duplicate filings and ensure acknowledgements & availability on both exchange websites.

8. Integrated Filing (Financial) for RPT, O/s default on loan, Statement of Deviation, Financial results (Regulation 10(1A), 23(9), 30 r/w section V-B of the Master Circular, 32(1), 33(3))

Listed entities to do Integrated Filing (Financials) with the Stock Exchange for Reg 23(9) -Disclosure of Related Party Transaction, Reg 30-Quarterly disclosure of outstanding default on loans / debt securities, Reg 32(1)-Statement of Deviation and Variation and Reg 33(3)-Financial results within 45 days of the end of the quarter & 60 days from end of the last quarter & financial year (Related party transactions must be disclosed to S.E. every six months on the date of publication of its standalone and consolidated financial results and posted on the company’s website. High-value debt listed entities must submit these disclosures with their half-year results).

9. Payment of dividend or interest or redemption or repayment (Regulation 12)

The listed entity shall use any of the electronic mode of payment facility approved by the Reserve Bank of India, in the manner specified in Schedule I, for the payment of

(a) dividends;

(b) interest;

(c) redemption or repayment amounts.

   10. Payment of dividend or interest or redemption or repayment (Regulation 12)

The listed entity shall use any of the electronic mode of payment facility approved by the Reserve Bank of India, in the manner specified in Schedule I, for the payment of the following: (a) dividends; (b) interest; (c) redemption or repayment amounts

11. Listing Fees (Regulation 14)

The listed entity shall pay all such fees or charges, as applicable, to the recognised stock  exchange(s), in the manner specified by the Board or the recognised stock exchange(s).

Penalty & Punishment

• On non Payment of applicable Listing fees and other charges: Suspension with limited trading
• Non appointment Of Registrar to an Issue and Share Transfer Agent- 1000/ per day
• General penalty: Listed entity/any other person who contravenes any provision of the regulations shall be liable for one or more of the following penalties/actions as deemed fit by the regulator:

a) action as per Securities Law,

b) fine,

c) suspension of trading,

d) freezing of promoter/promoter group holding of designated securities, as may be applicable, in coordination with depositories,

e) any other action specified by Board

Penalty for Non submissions:

a) Rs. 1000/- per day for non-submission of Statement of redressal of investor grievances

b) Rs. 2000/- per day for non-submission of corporate governance report. Failure for non compliance for 2 consecutive quarters may lead to suspension of trading.

d) Rs. 5000/- per day (Reason for non-submission to be submitted) Failure for non compliance for 2 consecutive quarters may lead to suspension of trading.