SEBI EXTENDED TIMELINE FOR SUBMISSION OF ANNUAL SECRETARIAL COMPLIANCE REPORT (ASCR) TILL 31ST JULY 2020

[CSLalit Rajput]

Securities Exchange Board of India (SEBI) vide Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/109 dated 25th June, 2020 has come out with Further extension of time for submission of Annual Secretarial Compliance Report by listed entities due to the continuing impact of the CoVID-19 pandemic in exercise of the powers conferred under Section 11(1) of the Securities and Exchange Board of India Act, 1992 read with Regulation 101 of the SEBI (LODR) Regulations, 2015.

• The Circular was issued to:

1. All listed entities
2. All Recognized Stock Exchanges

• Previous Extension:

1. Circular No. SEBI/HO/CFD/CMD1/CIR/P/2020/38 dated March 19, 2020. (Regulation 33 of SEBI LODR)

Sl no.	Regulation and associated filing	Filing		Relaxation w.r.t. the quarter / financial year ending March 31, 2020
		Frequency	Due within	Due Date	Extended date	Period of  relaxation
1	Regulation 24A  read with    circular    No.CIR/ CFD/CMD1/27/2019  dated  February  8,  2019    relating    to Secretarial  Compliance Report	Yearly	60 days from the end of Financial Year	30.05.2020	30.06.2020	1 month

• Reason behind further extension from 30th June 2020 to 31st July 2020.

Various representation has been received by SEBI from listed entities, Institute of Company Secretaries of India (ICSI), and industry bodies/associations seeking further extension of time for submission of the Annual Secretarial Compliance Report in view of the :

1. difficulties and challenges faced by listed entities and
2. Practicing Company Secretaries

- due to the continuing impact of the CoVID-19 pandemic.

Further Relaxation from SEBI

SEBI has decided to:

1. SEBI has further extended the timeline for submission of the ASC Report by one more month, t, to July 31, 2020, for the Financial Year ended 31st March 2020.

• Applicability of this Circular: shall come into force with immediate effect.

Link of the Circular:

https://www.sebi.gov.in/legal/circulars/jun-2020/further-extension-of-time-for-submission-of-annual-secretarial-compliance-report-by-listed-entities-due-to-the-continuing-impact-of-the-covid-19-pandemic_46933.html

Brief note on ASCR:

1. Applicable Laws: Regulation 24A of SEBI (LODR), Regulations, 2015 & SEBI Circular dated Feb. 8, 2019

2. As per Regulation 24A: Secretarial Audit

Every listed entity and its material unlisted subsidiaries incorporated in India shall undertake secretarial audit and shall annex with its annual report, a secretarial audit report, given by a company secretary in practice, in such form as may be prescribed with effect from the year ended March 31, 2019.”

3. Reporting Requirement under Annual Secretarial Compliance Report:

It is a compliance check mechanism of all applicable SEBI Regulations and circulars/ guidelines issued thereunder, consequent to which, the PCS (Practicing Company Secretary) shall submit a report to the listed entity in the manner specified in SEBI circular dated 08.02.2019.

4. Applicability:

applicable to listed entities, with effect from the financial year ended March 31, 2019 onwards.