Clarification on Annual Secretarial Audit Report [Listed Entities and their Material Subsidiaries] By CS Dhrumil Gokani


Sub: Clarification on Annual Secretarial Audit Report and Annual Secretarial Compliance Report for listed entities and their material subsidiaries.
 
The Exchange has received queries regarding the Exchange Circular LIST/COMP/10/2019-20 dated May 09, 2019, titled “Format for Annual Secretarial Audit Report and Annual Secretarial Compliance Report for listed entities and their material subsidiaries”.
 
Accordingly, the following may be noted:
 
Companies who have claimed an exemption under Regulation 15(2) of SEBI (LODR) Regulations, 2015 and submitted Non-Applicability Certificate for Corporate Governance Report are not required to submit any other document or disclosure for claiming an exemption for Annual Secretarial Compliance Certificate. 
 
Regulation 15(2) of SEBI (LODR), Regulations, 2018 says that:
 
  • the listed entity having paid up equity share capital not exceeding rupees ten crore  and net worth not exceeding rupees twenty-five crores, as on the last day of the previous financial year:
 
Provided that where the provisions of the regulations specified in this regulation become applicable to a listed entity at a later date, such listed entity shall comply with the requirements those regulations within six months from the date on which the provisions became applicable to the listed entity.
 
  • the listed entity which has listed its specified securities on the SME Exchange
 

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