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May 16, 2025
SEBI Guidance on Material Pecuniary Relationship with Independent Directors
Introduction This newsletter summarizes informal guidance from SEBI regarding the interpretation of “material pecuniary relationship” under Regulation 16(1)(b)(iv) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (LODR Regulations). The guidance was provided in response to a query from InfoBeans Technologies Limited concerning an independent director’s consultancy arrangement with a US-based subsidiary Background of
May 15, 2025
SEBI’s Informal Guidance – Century Plyboards Ltd[1] (Gift as Contra Trade and identification of promoter group as designated person)
Introduction: This newsletter summarizes key points from a recent informal guidance letter issued by the Securities and Exchange Board of India (SEBI) regarding the interpretation of the SEBI (Prohibition of Insider Trading) Regulations, 2015 (PIT Regulations. The guidance was provided in response to a request from Century Plyboards (India) Limited, a company whose equity shares
May 10, 2025
MMJC Insights
This issue of MMJC Insights covers the following: Confidential IPO Filings: Why They Emerged, How They Were Designed, and What was Implemented Immediate SEBI LODR Compliance for High Value Debt Entities SEBI amends UPSI Definition: Can Companies Still Defend against UPSI Claims? Bonus Shares in No-Go Zones? DPIIT Clears Air on FDI-Restricted Sectors RBI Makes
May 3, 2025
UPSI Definition Changes 2025 – Companies Can Still Defend Against UPSI Claims?
Background Securities and Exchange Board of India (Prohibition of Insider Trading), regulations, 2015 [‘PIT’] vide its amendment notification dt: March 12, 2025, amended the definition of ‘Unpublished Price Sensitive Information’ as per reg. 2(1)(n) of PIT [‘UPSI’]. Post this amendment events that are ordinarily considered as UPSI have increased from five events to sixteen events.
May 3, 2025
SEBI Proposes Mandatory Dematerialization for Select Shareholders Before IPO – Here’s What You Need to Know
The Securities and Exchange Board of India (SEBI) has issued a consultation paper on April 30, 2025, proposing a major amendment to the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 (ICDR Regulations).Making it mandatory for a wider group of pre-IPO shareholders to convert their physical shares into electronic (demat) form before the company
April 29, 2025
Demat – A Word of Caution for Issue/Allotment in Securities
In 2018, Rule 9A was added to the Companies (Prospectus and Allotment of Securities) Rules, 2014. This was the first time unlisted public companies were required to facilitate the dematerialization (conversion into electronic form) of their securities. Later, in October 2023, Rule 9B was introduced, making it mandatory for private companies (except small companies) to
April 25, 2025
SEBI Oversight Continues: Compliance Framework Post Offer Document Filing
Introduction In the journey of the Initial Public Offering (IPO) once the Draft offer Document is filed with the Stock Exchanges and Securities and Exchange Board of India (SEBI) it starts the continuous phase of disclosure. Under the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 (ICDR Regulations), companies preparing for an IPO must
April 24, 2025
Compliances applicable immediately for High Value Debt Listed Entity
Securities and Exchange Board of India (‘SEBI’) vide its amendments notification dt: March 27, 2025, amended Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (amendment) Regulations, 2025 [LODR amendment’]. LODR amendment is effective immediately for High Value Debt Listed Entity [‘HVDLE’] (i.e. entities only having their principal outstanding non-convertible debt securities of
April 21, 2025
MMJC Insights
This issue of MMJC Insights covers the following: Material Misstatements in DRHP: SEBI’s Enforcement Actions Article on the Role of Independent Directors in scanning Related Party Transactions Power of the Tribunal to make modifications to the scheme of Compromise or Arrangement Interpretation of the term ‘Resident of India’ under Schedule V of the Companies Act
April 17, 2025
Directorship Caps: Equity and High Value Debt Listed Entities
Background The Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) regulations, 2015 (‘SEBI LODR’) were amended with effect from 27th March 2025, vide SEBI LODR amendment regulations 2025 [‘LODR amendment’]. LODR amendment revamped provisions relating to High Value Debt Listed Entities (‘HVDLE’). HVDLE is an entity which has principal value of listed