N, a newly appointed director of Newage Electronics Limited, a listed company with the National Stock Exchange. In his first Board meeting, there was an agenda item for Omnibus approval. He wanted to understand from you,

CS Executive · Capital Market and Securities Laws · PYQS · June 2026
N, a newly appointed director of Newage Electronics Limited, a listed company with the National Stock Exchange. In his first Board meeting, there was an agenda item for Omnibus approval. He wanted to understand from you, being their Company Secretary, the provisions for approval of the same under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Explain.

Answer & Explanation:

As per Regulation 23(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the audit committee may grant omnibus approval for related party transactions proposed to be entered into by the listed entity or its subsidiary subject to the following conditions: (a) the audit committee shall lay down the criteria for granting the omnibus approval in line with the policy on related party transactions and such approval shall be applicable in respect of transactions which are repetitive in nature; (b) the audit committee shall satisfy itself regarding the need for such omnibus approval and that such approval is in the interest of the listed entity; (c) the omnibus approval shall specify: (i) the name(s) of the related party, nature of transaction, period of transaction, maximum amount of transactions that shall be entered into; (ii) the indicative base price / current contracted price and the formula for variation in the price if any; and (iii) such other conditions as the audit committee may deem fit. However, where the need for related party transaction cannot be foreseen and aforesaid details are not available, audit committee may grant omnibus approval for such transactions subject to their value not exceeding rupees one crore per transaction. (d) the audit committee shall review, at least on a quarterly basis, the details of related party transactions entered into by the listed entity or its subsidiary pursuant to each of the omnibus approvals given. (e) such omnibus approvals shall be valid for a period not exceeding one year and shall require fresh approvals after the expiry of one year.

Topics: Related Party Transactions

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