Master circular for compliance with the provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 by listed entities

SEBI vide circular dated July 11, 2023 has issued Master circular for compliance with the provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 by listed entities. The master circular seeks implementation of certain recommendations of the Committee on Corporate Governance headed by Mr. Uday Kotak. The following provisions shall apply to entities whose equity shares are listed on a recognized stock exchange:

Group Governance Unit

Where the listed entity has a large number of unlisted subsidiaries:

  1. The listed entity may monitor their governance through a dedicated group governance unit or Governance Committee comprising the members of its board of directors.
  2. A strong and effective group governance policy may be established by the entity.
  3. The decision of setting up of such a unit/committee or having such a policy shall lie with the board of directors of the listed entity.

Medium-term and long-term strategy

The listed entity may consider the following with respect to disclosure of medium-term and long-term strategy of the entity:

  1. It may disclose, under the Management Discussion and Analysis section of the Annual report, within the limits set by its competitive position, its medium-term and long-term strategy based on a time frame as determined by its board of directors.
  2. The listed entity may articulate a clear set of long-term metrics specific to the company’s long-term strategy to allow for appropriate measurement of progress.

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