SEBI (LODR) Regulations 2015 provides that prior intimation is required to be given to Stock Exchange about the meeting of Board of Directors for proposals to issue of bonus shares by a listed entity. Briefly explain the
CS Professional · Corporate Funding & Listings in Stock Exchanges · PYQS · June 2024
SEBI (LODR) Regulations 2015 provides that prior intimation is required to be given to Stock Exchange about the meeting of Board of Directors for proposals to issue of bonus shares by a listed entity. Briefly explain the provision of Regulation 29 & Regulation 42 of SEBI (LODR) Regulations 2015.
Answer & Explanation:
Regulation 29 of SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015 Deals with Prior Intimation which states that - The listed entity shall give prior intimation to stock exchange about the meeting of the board of directors in which any of the following proposals is due to be considered: financial results viz. quarterly, half yearly, or annual, as the case may be; proposal for buyback of securities; proposal for voluntary delisting by the listed entity from the stock exchange(s); fund raising by way of further public offer, rights issue, American Depository Receipts/ Global Depository Receipts/Foreign Currency Convertible Bonds, qualified institutions placement, debt issue, preferential issue or any other method and for determination of issue price. However, the intimation shall also be given in case of any annual general meeting or extraordinary general meeting or postal ballot that is proposed to be held for obtaining shareholder approval for further fund raising indicating type of issuance. declaration/ recommendation of dividend, issue of convertible securities including convertible debentures or of debentures carrying a right to subscribe to equity shares or the passing over of dividend. the proposal for declaration of bonus securities. The intimation required under sub-regulation (1), shall be given at least two working days in advance, excluding the date of the intimation and date of the meeting: However, the intimation regarding item specified in clause (a) of sub-regulation (1), to be discussed at the meeting of board of directors shall be given at least five days in advance (excluding the date of the intimation and date of the meeting), and such intimation shall include the date of such meeting of board of directors. The listed entity shall give intimation to the stock exchange(s) at least eleven working days before any of the following proposal is placed before the board of directors - any alteration in the form or nature of any of its securities that are listed on the stock exchange or in the rights or privileges of the holders thereof. any alteration in the date on which, the interest on debentures or bonds, or the redemption amount of redeemable shares or of debentures or bonds, shall be payable. Regulation 42 of SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015 Deals with Record Date or Date of closure of transfer books which states that - The listed entity shall intimate the record date for the following events to all the stock exchange(s) where it is listed or where stock derivatives are available on the stock of the listed entity or where listed entity's stock form part of an index on which derivatives are available: declaration of dividend; issue of right or bonus shares; issue of shares for conversion of debentures or any other convertible security; shares arising out of rights attached to debentures or any other convertible security corporate actions like mergers, de-mergers, splits, etc; such other purposes as may be specified by the stock exchange(s). The listed entity shall give notice in advance of at least seven working days (excluding the date of intimation and the record date) to stock exchange(s) of record date specifying the purpose of the record date However, in the case of rights issues, the listed entity shall give notice in advance of at least three working days (excluding the date of intimation and the record date). The listed entity shall recommend or declare all dividend and/or cash bonuses at least five working days (excluding the date of intimation and the record date) before the record date fixed for the purpose. The listed entity shall ensure the time gap of at least thirty days between two record dates. For securities held in physical form, the listed entity may, announce dates of closure of its transfer books in place of record date for complying with requirements as specified in sub-regulations (1) to (4). However, the listed entity shall ensure that there is a time gap of at least thirty days between two dates of closure of its transfer books.
Topics: Listing Obligations and Disclosure Requirements
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