SEBI LODR Compliance Calendar for Listed Entities

SEBI’s Listing Obligations and Disclosure Requirements Regulations impose periodic obligations — quarterly, half-yearly and annual — alongside event-based disclosures triggered within short timelines of a material event. Event-based disclosure failures generate more enforcement than periodic ones.

Periodic obligations

Quarterly: financial results within the prescribed period of quarter end; shareholding pattern; corporate governance report; investor complaints statement; and, where applicable, statements on deviation in the use of funds.

Half-yearly: related party transaction disclosures, and specified certificates.

Annual: annual report; business responsibility and sustainability reporting for entities above the applicable market capitalisation threshold; secretarial compliance report; and annual secretarial audit.

Event-based disclosure

Material events must be disclosed within the prescribed timeline, which differs depending on whether the event emanates from a decision taken by the entity or from an event occurring outside it. The timelines were tightened and are short.

Materiality is determined by reference to specified deemed-material events and by the entity’s own materiality policy applying quantitative thresholds.

The recurring enforcement issue is not identifying an event as material but disclosing it within the timeline. Timelines run from the occurrence or decision, not from internal sign-off, and internal approval processes are the usual cause of delay.

Also frequently missed: confirming or denying market rumours where required for entities above the applicable threshold.

Governance obligations

Board composition requirements including independent directors and, where applicable, a woman independent director. Committee composition for audit, nomination and remuneration, stakeholders relationship and risk management committees. And minimum meeting frequency for the board and each committee.

Practical approach

Maintain a single compliance calendar covering LODR, Companies Act and other applicable filings, since the same event frequently triggers obligations under more than one framework.

Pre-clear the disclosure path for foreseeable material events — a fundraise, a large order, a senior management change, a regulatory action — so drafting begins before the decision rather than after it.

Reconcile the materiality policy against the quantitative thresholds annually.

Related reading

• related party transactions — Related Party Transactions: Companies Act and SEBI LODR Rules
• insider trading compliance — Insider Trading Compliance Checklist for Indian Corporates

Sources

• SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 — sebi.gov.in