Format for compliance report on Corporate Governance to be submitted to Stock Exchange (s) by Listed Entities

Background for circular dt: July 16, 2019

(1) Regulation 27(2) of SEBI(Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) specifies that a listed entity shall submit a quarterly compliance report on corporate governance in the format specified by SEBI form time to time. This report has to be submitted to recognized stock exchange within 15 days from end of quarter.

(2) SEBI vide its earlier circular dt: September 24, 2015 had specified the format for same. All listed companies are currently complying with this circular and submitting the compliance report within 15 days of end of every quarter.  

Why this circular:

(1)   The committee on Corporate Governance under Chairmanship of Shri Uday Kotak made several recommendations for improving corporate governance. Most amendments necessary to implement these recommendations have been made by SEBI in Listing Regulations vide its notification dt: 9^th May 2018.  

(2)   These corporate governance changes brought in by way of SEBI notification dt: 9^th May 2018 have become effective from 1^st April 2019. 

(3)  In order to incorporate these changes in the quarterly compliance report on corporate governance SEBI vide this circular dt: July 16, 2019 amendmended the quarterly compliance report on corporate governance.

(4)   Now vide this circular SEBI has specified three separate amended formats for quarterly 

compliance report on Corporate Governance:
a) Annexure I: on Quarterly basis
b) Annexure II: at the end of a financial year (for the whole of financial year)
c) Annexure III: within six months from end of a financial year. This may be submitted along with the second quarter’s report.

(5) The amended quarterly compliance report on corporate governance will be applicable from quarter ended September 30, 2019. It will be applicable to all those companies to whom Regulation 27(2) of SEBI(LODR) Regulations is applicable.

A copy of SEBI circular is attached herewith for ready reference:

https://www.sebi.gov.in/legal/circulars/jul-2019/circular-on-modification-of-circular-dated-september-24-2015-on-format-for-compliance-report-on-corporate-governance-to-be-submitted-to-stock-exchange-s-by-listed-entities-_43582.html