ICSI Releases Format of Annual Secretarial Compliance Report under SEBI Guidelines

The Institute of Company Secretaries of India (ICSI) has released the format of the Annual Secretarial Compliance Report to be followed by listed entities under Regulation 24A(2) of the SEBI (Listing Obligations and Disclosure Requirements-LODR) Regulations, 2015.

The Annual Secretarial Compliance Report is a critical compliance document, required to be submitted by every listed entity to the stock exchanges within sixty days from the end of each financial year. The Report is usually prepared by a practicing company secretary on the basis of available records and disclosures and serves as a formal evaluation of the company’s adherence to various SEBI regulations and circulars during the relevant financial year.

Career Opportunities at ICSI for CS, CA, Lawyer, HR & Commerce Graduates: Apply Now for High-Paying Roles  before Deadline Read More

The format provides a comprehensive structure for reporting, beginning with the scope of examination and covering disclosures made by the listed entity to the stock exchanges and via its website.

It also includes checks for a broad range of SEBI regulations, including those governing listing obligations and disclosure requirements (LODR), issue of capital and disclosure, substantial acquisition of shares, buyback of securities, share-based employee benefits, non-convertible securities, and prohibition of insider trading, among others.

ICSI June 2025 Exam Time Table: Here’s Full Schedule for CS Executive and Professional Students Read More

Additionally, the format mandates reporting on related party transactions and whether audit committee approvals were duly obtained. It also includes assessment of disclosures made under Regulation 30 of SEBI LODR Regulations concerning significant events or information. The compliance with insider trading regulations is also critically evaluated, specifically under Regulation 3(5) and 3(6).

The report also reviews director qualifications under the Companies Act, material subsidiary disclosures, document preservation practices, and performance evaluations of the board and its committees.

Gifting Money to NRI Children? Why the RBI’s 180-Day Rule Is a Hidden Hurdle Read More

A key component of the report is regarding the disclosure of any actions initiated by SEBI or stock exchanges against the listed entity, its promoters, or directors. In cases where statutory auditors have resigned, the report must confirm whether relevant disclosures were made.

Ensuring uniformity and compliance, the report enables regulators and stakeholders to identify and assess the corporate governance standards that are maintained by listed entities.

To Read the full text of the Order CLICK HERE

Support our journalism by subscribing to Taxscan premium. Follow us on Telegram for quick updates