FAQs on Industry Standards for Related Party Transactions

NSE Circular No. – NSE/CML/2025/36 dated September 04, 2025   

BSE Notice No. – 20250904-59 dated September 04, 2025        

Ref. – SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2025/93 dated June 26, 2025  

Applicable Act/Rule – SEBI (LODR) Regulations, 2015

Both the National Stock Exchange of India (NSE) and the Bombay Stock Exchange (BSE) have issued communications providing Frequently Asked Questions (FAQs) on the Industry Standards prescribing the minimum information to be placed before the Audit Committee and shareholders for approval of Related Party Transactions (RPTs). These updates are linked to SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2025/93 dated June 26, 2025, which introduced a standardised disclosure framework to ensure transparency and uniformity in RPT approvals.

The FAQs clarify that these Industry Standards replace all earlier disclosure formats under Section III-B of SEBI’s Master Circular on LODR and are applicable from September 1, 2025. They explain that the requirements extend to both domestic and overseas subsidiaries where approvals are required and provide detailed guidance on the nature of information to be disclosed, such as transaction value, rationale, fairness, and necessary certifications. The FAQs also address issues relating to thresholds, including reaffirmation of the ₹1 crore materiality test in certain cases.

By consolidating these standards, the FAQs seek to strengthen governance, improve transparency, and ensure that Audit Committees and shareholders receive uniform, comprehensive, and comparable information for decision-making. Both NSE and BSE have advised all listed entities to take note of these FAQs and ensure compliance.

We had earlier also published an article on this topic wherein FAQs (old) were released, for getting an insight into the same, please refer to – https://1-comply.com/faqs-released-by-bse-nse-on-applicability-on-industry-standards-rpt-disclosures/

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