DIVESH GOYAL

Mob: +918130757966
csdiveshgoyal@gmail.com

Practicing Company Secretary

GOYAL DIVESH& ASSOCIATES

DUTIES AND OBLIGATIONS OF THE RECOGNISED STOCK EXCHANGE(S)Chapter-X

LODR- SERIES- XII

SEBI (Listing Obligations and Disclosure Requirements) Regulations,

2015 (Listing Regulations)Regulation - 46
DUTY TO DISSEMINATION ON WEBSITE: (Regulation 92)
INFO TO BE PUBLISHED: Recognized Stock Exchange upon receipt of the following below
mentions from Listed Entity shall immediately disseminate the same on the website of the Stock
Exchange:

Intimations
Information
Filings
Reports
Statements
Documents
Any other submissions in terms of these regulations

MANNER OF PUBLICATION:
Dissemination of information as mentioned above shall provide with hyperlink for easy
accessibility along with below:

Organised manner
User friendly manner
Easily referable manner

COORDINATE WITH DEPOSITORIES: (Regulation 93)

The recognized stock exchange(s) shall coordinate with Depositories to ensure that the listed
entity complying with below mentioned with regard to freezing / unfreezing, lock-in/ release of
lock-in with respect to securities issued or managed by the listed entity.

Compliance with the Applicable Laws or

Compliance with the Directions of the Board or
Compliance with the Directions of any competent Court

DRAFT SCHEME OF ARRANGEMENT & SCHEME OF ARRANGEMENT (Regulation 94)

 Forwarding of documents to SEBI:
Twitter: @DiveshGoyal04
FB: csdiveshgoyal@gmail.com

WhatsApp: 8130757966
Gmail Id: csdiveshgoyal@gmail.com

DIVESH GOYAL
Practicing Company Secretary
GOYAL DIVESH& ASSOCIATES
o

Mob: +918130757966
csdiveshgoyal@gmail.com

The designated stock exchange, upon receipt of draft schemes of arrangement and the
documents prescribed by the Board, as per sub-regulation (1) of regulation 37, shall forward
the same to the Board, in the manner prescribed by the Board.

 Submission of observation letter with SEBI:

i. The stock exchange(s) shall submit to the Board its Objection Letter or No-Objection Letter
on the draft scheme of arrangement after inter-alia ascertaining whether the draft scheme of
arrangement is in compliance with securities laws
Time Period: within 30 (thirty) days of receipt of draft scheme of arrangement OR
ii.

Within 7 (seven) days of date of receipt of satisfactory reply on clarifications from the listed
entity and/or opinion from independent chartered accountant, if any, sought by stock
exchange(s), as applicable.

 Issue of observation Letter to Listed Entity:

The stock exchange(s), shall issue Observation Letter or No-objection letter to the listed entity
within 7 (seven) days of receipt of comments from the Board, after suitably incorporating such
comments in the Observation Letter or No-objection letter:
Validity of the Observation Letter or No-objection letter of stock exchanges shall be six months
from the date of issuance
 Notice to the Court or Tribunal:
The stock exchange(s) shall bring the observations or objections, as the case may be, to the
notice of Court or Tribunal at the time of approval of the scheme of arrangement.
 Submission with Board:
Upon sanction of the Scheme by the Court or Tribunal, the designated stock exchange shall
forward its recommendations to the Board on the documents submitted by the listed entity in
terms of sub-regulation (5) of regulation 37.
Time Schedule:

Twitter: @DiveshGoyal04
FB: csdiveshgoyal@gmail.com

WhatsApp: 8130757966
Gmail Id: csdiveshgoyal@gmail.com

DIVESH GOYAL

Mob: +918130757966
csdiveshgoyal@gmail.com

Practicing Company Secretary

GOYAL DIVESH& ASSOCIATES
Draft Sceme of Arrangement
and Documents

Submission of Objection and Noobjection Letter with SEBI

The Stock Exchange forward the same to SEBI.

SEBI

With in 30 days of receipt of the scheme OR

Within 7 (seven) days of date of receipt of satisfactory reply
on clarifications from the listed entity

Submission of Objection and No

Noobjection Letter with Listed Entity

within 7 (seven) days of receipt of comments from the

Board, after suitably incorporating such comments in
the Observation Letter or No-objection
objection letter

9
REVIEW- FORM B ACCOMPANYING ANNUAL AUDIT REPORT
REPORT: (Regulation 95)

The recognized stock exchange(s) shall review the Form B and the accompanying annual audit
report, submitted in terms of clause (d) of sub-regulation
regulation (3) of regulation 33 and clause (a) of
sub-regulation (3) of regulation 52, in the manner specified in Schedule VIII
VIII.

GRIEVANCE REDRESSED: (Regulation 996)

The recognised stock exchange(s) shall redress/facilitate redressal of complaints of holders of
listed securities from time to time
time.

MONITORING OF COMPLIANCE/NON COMPLIANCE & ADEQUACY/ ACCURACY OF

THE DISCLOSURES (Regulation 977)
The Recognized stock Exchange shall MONITOR:
i. Compliance by the listed entity with provisions of these regulations.
ii. Adequacy/
dequacy/ accuracy of the disclosures made by listed entity with respect to provisions of
these regulations
iii. Report with the Board:
The Recognized stock Exchange shall submit a report to
o the Board, with respect to the
obligations specified above in point no. (i) and (ii)
(ii),, in the manner specified by the Board.
Board
iv. The recognised stock exchange(s) shall put in place appropriate framework including
adequate manpower and such infrastructure as may be required to comply with the
provisions of this regulation.

PROCEDURE FOR ACTION IN CASE OF DEFAULT

Twitter: @DiveshGoyal04
FB: csdiveshgoyal@gmail.com

WhatsApp: 8130757966
Gmail Id: csdiveshgoyal@gmail.com

DIVESH GOYAL

Mob: +918130757966
csdiveshgoyal@gmail.com

Practicing Company Secretary

GOYAL DIVESH& ASSOCIATES

Chapter-XI
LIABILITY FOR CONTRAVENTION OF THE ACT, RULES OR THE REGULATIONS :
(Regulation 98)

The listed entity or any other person thereof who contravenes any of the provisions of these
regulations, shall, in addition to liability for action in terms of the securities laws, be liable for
the following actions by the respective stock exchange(s), in the manner specified in circulars or
guidelines issued by the Board:

(a) Imposition of fines;

1(b) Suspension of trading;
(c) Freezing of promoter/promoter group holding of designated securities, as may be
applicable, in coordination with depositories.
(d) Any other action as may be specified by the Board from time to time

FAILURE TO PAY FINE: (Regulation 99)

If listed entity fails to pay any fine imposed on it within such period as specified from time to
time, by the recognised stock exchange(s), after a notice in writing has been served on it, the
stock exchange may initiate action.

(Author CS Divesh Goyal, GOYAL DIVESH & ASSOCIATES Company Secretary in Practice from
Delhi and can be contacted at csdiveshgoyal@gmail.com)
Disclaimer: The entire contents of this document have been prepared on the basis of relevant
provisions and as per the information existing at the time of the preparation. The observations of the
author are personal view and the authors do not take responsibility of the same and this cannot be quoted
before any authority without the written

The manner of revocation of actions specified in clauses (b) and (c) of sub-regulation
(1), shall be as specified in circulars or guidelines issued by the Board

Twitter: @DiveshGoyal04
FB: csdiveshgoyal@gmail.com

WhatsApp: 8130757966
Gmail Id: csdiveshgoyal@gmail.com