SEBI LODR Compliance for Listed Companies: Annual Checklist for Company Secretaries
The SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 are the backbone of listed company compliance. As a CS handling LODR compliance daily, I want to share a practical annual checklist that every CS of a listed company should follow.
QUARTERLY COMPLIANCES
- Financial results filing with stock exchange: Within 45 days of quarter end (Q1-Q3) and 60 days for Q4/annual
- Corporate governance report: Regulation 27 — every quarter
- Shareholding pattern: Regulation 31 — within 21 days of quarter end
- Statement of investor complaints: Regulation 13 — every quarter
- Related party transaction disclosure on consolidated basis: Every half year
ANNUAL COMPLIANCES
- Annual report: Regulation 34 — within 21 days of AGM, must include Management Discussion & Analysis, Corporate Governance Report, Business Responsibility and Sustainability Report (BRSR)
- Annual secretarial compliance report: Regulation 24A — within 60 days of end of financial year
- Annual Information Memorandum: 5 working days after annual results
- CEO/CFO certification: Regulation 17(8) — with quarterly and annual financial results
EVENT-BASED DISCLOSURES
- Material events: Regulation 30 — within 30 minutes for listed entities where shares are frequently traded, 24 hours otherwise
- Prior intimation to stock exchange: For board meetings considering financial results, dividends, buyback, bonus — at least 5 clear days before
- Outcome of board meeting: Within 30 minutes of closure
THE MOST COMMON PENALTIES I SEE
1. Late filing of financial results — stock exchange imposes fine starting at Rs 5,000 per day
2. Non-disclosure of material events — this includes litigation above materiality threshold, key personnel changes, significant regulatory orders
3. Non-compliance with composition requirements for committees (Audit, NRC, SRC) — even a temporary vacancy must be filled within 3 months
PRACTICAL TIP
I maintain a master compliance calendar with 60+ LODR items mapped to their deadlines, responsible person, and filing platform. Colour-coded: green (filed on time), yellow (due this week), red (overdue). This single document has prevented every compliance miss in the last 3 years for our company.
QUARTERLY COMPLIANCES
- Financial results filing with stock exchange: Within 45 days of quarter end (Q1-Q3) and 60 days for Q4/annual
- Corporate governance report: Regulation 27 — every quarter
- Shareholding pattern: Regulation 31 — within 21 days of quarter end
- Statement of investor complaints: Regulation 13 — every quarter
- Related party transaction disclosure on consolidated basis: Every half year
ANNUAL COMPLIANCES
- Annual report: Regulation 34 — within 21 days of AGM, must include Management Discussion & Analysis, Corporate Governance Report, Business Responsibility and Sustainability Report (BRSR)
- Annual secretarial compliance report: Regulation 24A — within 60 days of end of financial year
- Annual Information Memorandum: 5 working days after annual results
- CEO/CFO certification: Regulation 17(8) — with quarterly and annual financial results
EVENT-BASED DISCLOSURES
- Material events: Regulation 30 — within 30 minutes for listed entities where shares are frequently traded, 24 hours otherwise
- Prior intimation to stock exchange: For board meetings considering financial results, dividends, buyback, bonus — at least 5 clear days before
- Outcome of board meeting: Within 30 minutes of closure
THE MOST COMMON PENALTIES I SEE
1. Late filing of financial results — stock exchange imposes fine starting at Rs 5,000 per day
2. Non-disclosure of material events — this includes litigation above materiality threshold, key personnel changes, significant regulatory orders
3. Non-compliance with composition requirements for committees (Audit, NRC, SRC) — even a temporary vacancy must be filled within 3 months
PRACTICAL TIP
I maintain a master compliance calendar with 60+ LODR items mapped to their deadlines, responsible person, and filing platform. Colour-coded: green (filed on time), yellow (due this week), red (overdue). This single document has prevented every compliance miss in the last 3 years for our company.
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Disclaimer: This content is the author's personal opinion and analysis. It does not constitute professional tax or legal advice. Consult a qualified professional for specific advice on your situation.
Comments (3)
LODR compliance keeps me up at night
Ananya, this is a comprehensive checklist. The material events disclosure within 30 minutes is the one that keeps every CS awake at night. One slip and SEBI sends a show cause notice.
Material event disclosure is the trickiest part