Blog

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.

Nilesh Shah stresses ‘Mutual Fund Sahi Hai, Par Sirf Equity Nahin Hai’ at Bombay Chamber Mutual Fund Conclave 3.0

“Mutual Fund Sahi Hai, par sirf equity nahin hai,” said Nilesh Shah, Past President of the Bombay Chamber and Group President & Managing Director of Kotak Mahindra Asset Management Company, in his special address at Mutual Fund Conclave 3.0, organised by the Bombay Chamber in Mumbai. Shah noted that while the industry has effectively built trust in mutual funds, the next phase of growth must expand investor awareness and product adoption beyond equities.

Reviewing the industry’s evolution, Shah pointed out that mutual funds have often provided exit routes to both FPIs and promoters, and reminded that such actions must always remain aligned with the long-term interests of Indian investors. India, he said, enjoys a rare alignment between investors and distributors, placing the domestic mutual fund industry among the most transparent globally.

He highlighted a key contrast: even with ₹80 lakh crore in assets under management, Indians continue to hold large sums of idle cash and participate heavily in derivatives—despite nine out of ten derivative traders losing money. He juxtaposed this with the remarkable success of the SEBI-mandated “Mutual Fund Sahi Hai” campaign, which reached over five crore individuals and played a pivotal role in shaping a more informed investor base. Yet, he observed that while equity participation has risen sharply, categories such as debt and precious metals remain significantly under-represented compared to traditional physical holdings.

Shah cited the example of a woman saving for months to buy gold jewellery—despite high making charges and limited financial returns—to illustrate how investment behaviour is shaped by generations of habit, not short-term persuasion. He urged the industry to build products and investor engagement models that appeal to safety-seeking savers, supporting them on the journey from traditional accumulation to structured financial growth. 

Setting the theme for the Conclave, Navneet Munot, Director at the Bombay Chamber and Managing Director & CEO of HDFC Asset Management Company, in his video address, reflected on the role of mutual funds in helping build a more inclusive and confident financial Bharat. He noted that India is transitioning from a nation of savers to a nation of investors, with nearly 60% of new SIP registrations now coming from Tier-2 and Tier-3 cities. Monthly SIP flows of ₹29,000 crore and annual domestic equity flows of nearly $40 billion reflect a structural shift in household financial behaviour, reducing dependence on foreign capital. Munot described this as a “silent revolution,” built on track record, transparency, technology and investor training—pillars that have strengthened trust and widened participation. He urged the industry to maintain its mission-led approach as India progresses toward 2047, ensuring that capital markets contribute to broad-based prosperity and long-term value creation.

The first panel discussion of the day, Mutual Funds – Mobilising Savings from Bharat, led by Moderator Neil Borate, Editor-in-Chief, thefynprint, featured panellists Madhu Lunawat (Founder & CEO, The Wealth Company Asset Management), Swarup Mohanty (Vice Chairman & CEO, Mirae Asset Investment Managers) and Chitra Iyer (CEO, MFA), highlighted the importance of improving relevance and access for first-time investors, particularly across Bharat. Chitra Iyer, CEO of MFA, stressed that SIPs must be treated not as products but as behavioural commitments, and called for communication that empowers investors rather than merely sells to them. Swarup Mohanty, Vice Chairman & CEO of Mirae Asset Investment Managers, posed a fundamental question—why don’t more Indians feel the need to invest—and encouraged deeper reflection on making mutual funds more meaningful to new investors. Madhu Lunawat, Founder & CEO of The Wealth Company Asset Management, advocated for a hybrid distribution model that blends digital outreach with personal engagement, noting that many distributors still lack even a basic online presence. Rishi Kohli, CIO of JioBlackRock Mutual Fund, observed that digital partners often focus disproportionately on new customer acquisition, and stressed the need for stronger post-investment support, including service infrastructure and call-centre capabilities, to empower and retain investors.

A Fireside Chat with Sundeep Sikka, Chairman of AMFI and ED & CEO of Nippon Life India AMC, conducted by Latha Venkatesh, Executive Editor, CNBC-TV18, explored the growing footprint of mutual funds across the country. Sikka remarked that directly or indirectly, every Indian is already a mutual fund investor, and highlighted that financial behaviour is shaped slowly through experience, trust, and sustained education. He called on the industry to scale responsibly, build deeper investor touchpoints, and continue nurturing a data-led, trust-driven investing culture across Bharat.

The second panel of the day, titled Mutual Funds & IPOs – Growth Drivers for a Viksit Bharat, was moderated by Niraj Shah, Executive Editor, NDTV Profit, and brought together Dhiraj Relli (MD & CEO, HDFC Securities Ltd), B. Gopkumar (MD & CEO, Axis AMC), and D.P. Singh (DMD & Joint CEO, SBI Mutual Fund). Relli highlighted the importance of professionally managed portfolios, particularly for individuals who lack the time or expertise to manage investments, and pointed to GIFT City as a gateway opening global markets to Indian investors. Gopkumar stressed the need to support households in building wealth prudently even during expensive market phases, reinforcing the value of discipline and long-term investing. Singh noted that while current flows remain concentrated in regulated markets, India is steadily moving toward greater participation in private markets—a shift that could unlock substantial wealth creation.