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Corporate governance and legal experts discuss SEBI amendments to LODR and ICDR regulations

Mumbai: The Bombay Chamber of Commerce and Industry hosted a seminar on the recent amendments to the Securities and Exchange Board of India’s Listing Obligations and Disclosure Requirements (LODR) and Issue of Capital and Disclosure Requirements (ICDR) regulations. The event brought together industry leaders, legal experts and regulatory professionals to examine the implications of these changes and their impact on corporate governance and compliance.

The seminar opened with a welcome address by Sandeep Khosla, Director General, Bombay Chamber, who highlighted the importance of understanding regulatory amendments and their role in fostering transparency and accountability in the corporate sector.

The keynote address was delivered by Jeevan Sonparote, Executive Director at SEBI. He provided an overview of the amendments, emphasising SEBI’s commitment to enhancing disclosure standards and streamlining compliance processes. His remarks set the tone for the evening, underscoring the significance of these changes in strengthening investor confidence and promoting fair practices in the capital markets.

The first panel discussion, moderated by Suhas Tuljapurkar, Founder and Managing Partner of Legasis Partners and Co‑Chairperson of the Corporate Governance Committee at the Bombay Chamber, examined the ICDR amendments in detail. The conversation explored key changes, including the alignment of promoters’ lock‑in periods with the use of proceeds, the introduction of a single advertisement two days prior to the issue, expanded disclosure requirements covering transactions, placements, litigation, agreements, financials and employee‑related matters, and the revised framework for rights issues.

Panellists Manan Lahoty, Partner and Head of Capital Markets at Cyril Amarchand Mangaldas, Sudhir Bassi, Executive Director of Capital Markets at Khaitan & Co., and Jabarati Chandra, Partner at S&R Associates, shared their perspectives on the implications of these changes. They discussed the removal of the ₹50 crore threshold for rights issue applicability and the shift in filing draft offer documents from SEBI to stock exchanges. The session also examined the evolving role of merchant bankers and the increasing involvement of legal professionals in capital market transactions.

The second panel discussion focused on the latest amendments to LODR regulations and their impact on compliance. Moderated by Bharat Vasani, Senior Advisor on Corporate Laws at Cyril Amarchand Mangaldas and Chairperson of the Legal Affairs & IPR Committee at the Bombay Chamber, the session addressed critical topics such as challenges in identifying related parties, evolving disclosure standards, brand royalty payments and practical difficulties in adhering to the ‘purpose and effect’ test.

Panellists Hetal Dalal, President and Chief Operating Officer of Institutional Investor Advisory Services India Ltd., Savithri Parekh, Company Secretary and Compliance Officer at Reliance Industries Ltd. and Chairperson of the Corporate Governance Committee at the Bombay Chamber, and Suhas Tuljapurkar offered valuable insights into navigating these challenges. They also discussed the role of audit committees in determining arm’s length pricing and ensuring compliance with the amended regulations.

The seminar concluded with a vote of thanks by Sandeep Khosla, who emphasised the Chamber’s commitment to fostering dialogue and collaboration among industry leaders, regulators and professionals to promote best practices in corporate governance and compliance. This was followed by networking, where attendees engaged with peers and experts. The event provided a platform for meaningful discussions on the evolving regulatory landscape and its implications for businesses and stakeholders.