9911796707
TMI BlogRelated party transactionsX X X X Extracts X X X X X X X X Extracts X X X X ..... vidually or taken together with previous transactions during a financial year, exceeds Rupees one thousand crore or ten per cent. of the annual consolidated turnover of the listed entity as per the last audited financial statements of the listed entity, whichever is lower. (2) Notwithstanding the above, a transaction involving payments made to a related party with respect to brand usage or royalty shall be considered material if the transaction(s) to be entered into individually or taken together with previous transactions during a financial year, exceed five per cent. of the annual consolidated turnover of the HVDLE as per the last audited financial statements of the HVDLE. (3) All related party transactions and subsequent material modif ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... not a party, if regulation 23 and sub-regulation (2) of regulation 15 of these regulations are applicable to such listed subsidiary. Explanation: - For related party transactions of unlisted subsidiaries of a listed subsidiary as referred to in clause (d) above, the prior approval of the audit committee of the listed subsidiary shall suffice. (4) Audit committee may grant omnibus approval for related party transactions proposed to be entered into by the HVDLE subject to the following conditions, namely- (a) the audit committee shall lay down the criteria for granting the omnibus approval in line with the policy on related party transactions of the HVDLE and such approval shall be applicable in respect of transactions which are repetitiv ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... including e-voting. (6) After obtaining approval of the debenture holders, approval of the shareholders through resolution shall be obtained. Explanation (1): - If the No-Objection Certificate has been withheld, the matter shall not be taken forward for shareholders' consideration. Explanation (2): - This No-Objection Certificate from Debenture Trustee and debenture holders shall be obtained in respect of listed debt securities issued on or after April 01, 2025: Provided that in case of outstanding listed debt securities as on March 31, 2025, No-Objection Certificate from Debenture Trustee and debenture holders shall not be required for existing or prospective material related party transactions: Provided further that prior approv ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... olding company, whose accounts are consolidated with such holding company and placed before the shareholders at the general meeting for approval. Explanation: - For the purpose of clause (a) of this sub-regulation, "government company" means Government company as defined in sub-section (45) of section 2 of the Companies Act, 2013. (8) The provisions of this regulation shall be applicable to all transactions entered into on or after April 01, 2025. (9) The HVDLE shall submit to the stock exchanges disclosures of related party transactions in the format as specified by the Board from time to time, and publish the same on its website: Provided that a HVDLE shall submit such disclosures along with its standalone financial results for ..... X X X X Extracts X X X X X X X X Extracts X X X X
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