Amendments to Clause 41 of Equity Listing Agreement

SEBI/CFD/DIL/LA/3/2007/10/07 · 2007-07-10 · SEBI Corporation Finance Department Division of Issues and Listing

Summary

This section of the circular amends Clause 41 of the Equity Listing Agreement to rationalize the submission and publication of financial results. It grants companies the option to submit unaudited or audited quarterly results, subject to limited review for unaudited filings. The revised clause also simplifies disclosure requirements regarding variations in net profit and mandates specific procedures for consolidated versus standalone reporting. This section mandates the approval, authentication, and signing procedures for quarterly and annual financial results by the Board or specific committees. It requires prior intimation of Board meetings and public notices regarding the consideration of these results. Additionally, it outlines disclosure obligations for variations in figures, auditor qualifications, name changes, and other material events. This section mandates specific formats for quarterly, consolidated, and annual financial results based on company type and segment reporting requirements. It establishes obligations for publishing approved financial results in newspapers within 48 hours, including options for consolidated versus stand-alone disclosures. The text concludes wi

Text

companies have an option to furnish either unaudited or audited quarterly and year to date financial results to the Stock Exchange within one month from the end of each quarter.

Where a company furnishes unaudited financial results, the results shall be subjected to a Limited Review and a copy of the Limited Review Report shall be submitted to the Stock Exchange within two months from the end of the quarter.

the revised clause 41 requires the same to be furnished only in respect of Net Profit or Loss After Tax and for exceptional / extraordinary items... reduce the percentage of variation for the purpose from ‘20% or more’ to ’10% or Rs.10 lakhs, whichever is higher’.

In case of a company having subsidiaries, such company has an option to submit the quarterly consolidated financial statements in addition to the stand alone financial results.

However, such a company shall submit the annual consolidated financial results along with the annual stand-alone financial statements to the stock exchanges.

companies having subsidiaries who file both stand-alone and consolidated results to the stock exchange are provided with an option of publishing of stand-alone or consolidated results, subject to the condition that a choice once exercised cannot be changed during the year.

In case the company changes its option in any subsequent financial year, it shall furnish comparative figures for the previous financial year in accordance with the option exercised for the current year.

The company, if it opts to publish consolidated financial results only, shall also, in the advertisements, state the places... where the stand-alone financial results, will be available.

In case the company opts for publishing stand-alone financial results only, it shall also publish information in respect of its consolidated turnover, net profit after tax and earnings per share.

The revised Clause 41 of Equity Listing Agreement shall come into force for all filings made to stock exchanges in respect of accounting periods commencing on or after July 01, 2007.

All Stock Exchanges are advised to do the following: Give effect to the abovementioned policies and appropriately amend Clause 41 of Equity Listing Agreement in line with the text of the amendments specified in Annexure I.

All Stock Exchanges are further advised to do the following: Monitor compliance with the submission of financial results, based on quarterly returns submitted by companies.

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Source: SecMarx — Amendments to Clause 41 of Equity Listing Agreement. Verbatim text is public record; SecMarx structuring (linkage to applying orders) is cited to us.