TMI BlogContinuous disclosures and compliances by REITsX X X X Extracts X X X X X X X X Extracts X X X X ..... der the categories "Legal Framework" and under the drop down "Circulars". Yours faithfully, Barnali Mukherjee Chief General Manager Investment Management Department Tel No.022-2644 9660 Email id - barnalim@sebi.gov.in Annexure - 'A' Disclosure of Financial information to Stock Exchanges (A) Financial Information of REIT: While disclosing its financial information to the Stock Exchanges, a REIT shall comply with the following: 1. Frequency and Time period for disclosures: 1.1. A REIT shall submit its half yearly and annual financial information to the Stock Exchanges. 1.2. The financial information shall be submitted to the Stock Exchanges within the following time period: (a) The financial information of the first half year period of the financial year, shall be submitted within 45 days from the end of the half year. (b) The annual financial information shall be submitted within 60 days from the end of the financial year. (c) The financial information of the second half year period of the financial year, shall be submitted along with the annual financial information. The said information shall be submitted with a note stating that the figures of the second ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... an be in the form of condensed financial statements. Such financial information shall comply with the minimum requirements for condensed financial statements as described in Ind AS 34 on 'Interim Financial Reporting', to the extent applicable. 5.2. The annual financial information shall include the following financial statements: (a) Balance Sheet; (b) Statement of Profit and Loss/Income and Expenditure; (c) Statement of Changes in Unit holders' Equity; (d) Statement of Cash Flows / Receipts and Payments; (e) Statement of Net Assets at Fair Value; (f) Statement of Total Returns at Fair Value; (g) Explanatory notes annexed to, or forming part of, any statements referred above. 5.3. The half yearly financial information shall include the following financial statements (a) Statement of Profit and Loss/Income and Expenditure; (b) Explanatory notes annexed to, or forming part of, any statements referred above. 5.4. For the key financial statements listed above, the minimum information to be disclosed shall be as specified in Section H of Annexure-A to the SEBI Circular No. 'CIR/IMD/DF/141/2016' dated December 26, 2016 on 'Disclosure of financial information in offer ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... uld be required only in case of annual financial information of the REIT: (a) If the auditor has expressed any modified opinion(s) in respect of the audited annual financial information of the REIT, then the REIT, while submitting such financial information to the Stock Exchange(s), shall file a "Statement on Impact of Audit Qualifications" disclosing such modified opinion(s) and the cumulative impact of the same in the format as specified in Annexure I to the SEBI Circular No. CIR/CFD/CMD/56/2016 dated May 27, 2016. With respect to the format referred in the aforementioned Circular, the reference to "Earnings per Share' and 'Management' should be construed as a reference to 'Earnings per Unit' and 'Board of Directors/Governing Body of the Manager' respectively. Further, the aforementioned statement on impact of audit qualifications shall be signed by the following: * Chairperson/CEO/MD of the Manager * CFO or the Head of the Finance of the Manager * Statutory Auditor (b) If the auditor had expressed any modified opinion(s) or other reservation(s) in his audit report or limited review report in respect of the financial results of the immediately preceding financial year o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ho has subjected itself to the peer review process of the Institute of Chartered Accountants of India ('ICAI') and who holds a valid certificate issued by the Peer Review Board of ICAI. 8.3. In case the financial information is audited, it shall comply with all the requirements specified in Paragraph 5 in Section A of Annexure-A to the SEBI Circular No. 'CIR/IMD/DF/141/2016' dated December 26, 2016 on 'Disclosure of financial information in offer document for REITs', to the extent applicable, and the audit report shall contain disclosures stated therein. In addition to the auditor's opinion on the matters specified in Paragraph 5.1 (e) in Section A of Annexure-A to the aforementioned SEBI Circular, the auditor shall also give his opinion on the following: i. whether the statement of NDCFs gives a true and fair view of NDCFs for the years/periods ended at the balance sheet dates. 8.4. The financial information submitted to the Stock Exchanges shall be accompanied with Audit Report or Limited Review Report, as the case may be. (B) Financial information of Manager 1. Along with the annual financial information of REIT, a REIT shall disclose summary of the audited consolidated ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... g format: Category Category of Unit holder No. of Units Held As a % of Total Out-standing Units ( A) Sponsor(s) / Manager and their associates/related parties and Sponsor Group ( 1) Indian ( a) Individuals / HUF ( b) Central/State Govt. ( c) Financial Institutions/Banks (d) Any Other (specify) Sub- Total (A) (1) ( 2) Foreign ( a) Individuals (Non Resident Indians / Foreign Individuals) ( b) Foreign government ( c) Institutions (d) Foreign Portfolio Investors ( e) Any Other (specify) Sub- Total (A) (2) Total unit holding of Sponsor & Sponsor Group (A) = (A)(1)+(A)(2) ( B) Public Holding ( 1) Institutions ( a) Mutual Funds ( b) Financial Institutions/Banks ( c) Central/State Govt. ( d) Venture Capital Funds ( e) Insurance Companies (f) Provident/pension funds ( g) Foreign Portfolio Investors ( h) Foreign Venture Capital investors ( i) Any Other (specify) Sub- Total (B) (1) ( 2) Non-Institutions ( a) Central Government/State Governments(s)/President of India ( b) Individuals (c) NBFCs registered with RBI ( d) Any Other (specify) Sub- Total (B) (2) Total Public Unit holding (B) = (B)(1)+(B)(2) Tot ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... plaints received during the quarter * Number of investor complaints disposed of during the quarter * Number of investor complaints pending at the end of the quarter 5.4. The Trustee and the Board of Directors/Governing Body of the Manager, shall review the aforementioned statement, before submission of the same to the Stock Exchange(s), and shall ensure that all investor complaints are redressed by the Manager in timely manner. 6. Statement of deviation(s) or variation(s) 6.1. The REIT shall submit to the recognized stock exchange(s), where its units are listed, the following statement(s) on a quarterly basis for any public issue, rights issue, preferential issue, etc.: a) Statement indicating deviations, if any, in the use of proceeds from the objects stated in the offer document or explanatory statement to the notice for the general meeting, as applicable; b) Statement indicating category wise variation, if any, between projected utilization of funds made by it in its offer document or explanatory statement to the notice for the general meeting, as applicable and the actual utilization of funds. 6.2. The statement(s) specified above, shall be continued to be given ti ..... X X X X Extracts X X X X X X X X Extracts X X X X
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