Fwd: trading Window New Circular

[ankit vageriya]

Dear Professional/s, 

I have A Query, 

according to New Circular , all Listed Company are required to Closed trading Window at following time. 

:

The trading window shall be, inter alia, closed at the time :— 

(a) Declaration of financial results (quarterly, half-yearly and annually). 

(b) Declaration of dividends (interim and final). 

(c) Issue of securities by way of public/rights/bonus etc. 

(d) Any major expansion plans or execution of new projects. 

(e) Amalgamation, mergers, takeovers and buy-back. 

(f) Disposal of whole or substantially whole of the undertaking. 

(g) Any changes in policies, plans or operations of the company

my query is what about those companies, which sent Their Notice to All concerns for  Approve Quarterly Result  and Meeting is to be  Done before 10 Feb. 2014. 

for further Clarification please consider attachments 

Regards 

Ankit Vageriya ( Company Secretary)                                                          

Mobile: +91-9327610869                     

 

[CS Riyanka Jain]

Dear Mr. Ankit,

As per Regulation 12(1) of the SEBI(Prohibition of Insider Trading), Regulations, 1992, listed companies need to form Code of Conduct as per specified Model code of conduct and follow the same. 

As this circular w.r.t. intimation about the Closure of Trading Window was issued on 03.02.2014, so, in my views, an intimation should be sent to the exchanges now, about the dates of closure of trading window (from the date of notice for Board Meeting till 24 hours after the date of publication), which the company must have done, irrespective of the circular. 

Regards,

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Riyanka Jain

Company Secretary & Compliance Officer

New Delhi

“Appreciation can make a day – even change a life” 

 

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Thank you

[VIMAL SHARMA Compliance]

Which New Circular say this? Pls. Share copy of the said Circular.

My Query is this:

What are the consequences if a listed Company is not having Insider Trading Code.

Reg

VIMAL SHARMA

On Sat, Feb 8, 2014 at 12:03 PM, ankit vageriya <cs.an...@gmail.com> wrote:

[CS Riyanka Jain]

Please check the following link:

http://www.bseindia.com/corporates/Displaydata.aspx?Id=47a13d2a-9e54-42a5-8d33-a3e2f1d5f057&Page=cir

[VIMAL SHARMA Compliance]

Thanks I got the said Circular. I just want to know the consequences of not Adopting/ Framing the Insider Trading Code of Conduct.

Reg,

VIMAL SHARMA

[CS Riyanka Jain]

Please refer Regulation 12(3) & (4), which says:

(3) All entities mentioned in sub-regulation (1), shall adopt appropriate mechanisms and procedures

to enforce the codes specified under sub-regulations (1) and (2).

(4) Action taken by the entities mentioned in sub-regulation (1) against any person for violation of

the code under sub-regulation (3) shall not preclude the Board from initiating proceedings for

violation of these Regulations.

And and point 6 & 7 of the Model Code of conduct as mentioned in schedule I:

6.0 Penalty for contravention of code of conduct

6.1 Any employee/officer/director who trades in securities or communicates any information for

trading in securities in contravention of the code of conduct may be penalised and appropriate action

may be taken by the company.

6.2 Employees/officers/directors of the company who violate the code of conduct shall also be

subject to disciplinary action by the company, which may include wage freeze, suspension,

67[ineligible] for future participation in employee stock option 68[plans], etc.

6.3 The action by the company shall not preclude SEBI from taking any action in case of violation

of SEBI (Prohibition of Insider Trading) Regulations, 1992.

7.0 Information to SEBI in case of violation of SEBI (Prohibition of Insider Trading)

Regulations, 1992

7.1 In case it is observed by the company/Compliance Officer that there has been a violation of

SEBI (Prohibition of Insider Trading) Regulations, 1992. SEBI shall be informed by the company.

[VIMAL SHARMA Compliance]

I am talking about If Company is not having Code of Conduct. Not talking about contravention of COC.

[Deepesh Nayak]

Friends, i am attaching herewith intimation by Coal India in this regard. Hope the same is more beneficial for us.

Regards,
Deepesh

Thanking you,

*CS Deepesh Kumar Nayak*
 Company Secretary

 STI India Limited

 *Mob. 097134-80215*
*csdeepe...@gmail.com*

[Deepesh Nayak]

Ms. Riyanka, kindly also clear a doubt that from which date this compliance is required to be done by all listed company??? As the sebi regulation 12 is already in existence from this circular of 03.02.2014. We can take an example of Coal India .

Please suggest further.....

Thanking you,

*CS Deepesh Kumar Nayak*
 Company Secretary

 STI India Limited

 *Mob. 097134-80215*
*csdeepe...@gmail.com*

[CS Riyanka Jain]

Mr. Vimal-  Regulation 14 of the SEBI(PIT), Regulations, 1992 specifies the concequences for non-compliance of the regulations(which includes regulation 12), which reads as:

Action in case of default.

14. Without prejudice to the directions under regulation 11, if any person violates provisions

of these regulations, he shall be liable for appropriate action under Sections 11, 11B, 11D,

Chapter VIA and Section 24 of the Act.

Mr. Deepak- As per my understanding, compliance of Regulation 12 is already in existence(applicable since  20-02-2002 vide SEBI (Insider Trading) (Amendment) Regulations, 2002), which is Company's internal compliance and no question can be raised on that.

The requirement w.r.t. intimation to Stock Exchanges has been mentioned in the circular dated 03.02.2014, so, this requirement should be complied since the date of circular.

Due respect for others views. 

[Kanak Jain]

Board meeting of listed public company will be held on 13.2.2014 for clause 41 (financial results). Is there any requirtement to submit any disclosure regarding trading window?

Thanks & regards

cs kanak jain

[Bhavani Prasad]

Disclosure need not be sent to Exchanges.

Regards

CS Bhavani Prasad C N
Company Secretary
098665 19059

[Sridevi B.N]

As per BSE Circular No. DCS/COMP/ 14 /2013-14, February 3, 2014 trading window closure required to be sent to Stock Exchanges.

Sridevi.B.N
Company Secretary
Mysore Sales International Limited

Bangalore

[Prakaas Shaw]

It is mentioned in the said circular that the company is ADVISED to disclose to the Exchange but Insider Trading Regulation does not provide ant mandatory requirement to disclose the same period to the exchange.

Whether such advice of BSE can be considered as mandatory requirement ?

[Sridevi B.N]

S, becz the company is entered into listing agreement with the Stock Exchanges. as per that it is required to be done.

[VIMAL SHARMA Compliance]

Can anyone provide me consequences for not adopting/ framing any code of conduct on Insider Trading by a BSE Listed Company?

Question is very specific- I am not talking about Insider Trading penalties for contravention. 

[Prakaas Shaw]

But the provision (so called advice) of that circular is not a part of listing agreement. So still we have to follow the same. 

[Kanak Jain]

can you decribe me time period for trading window.

[Kanak Jain]

Please click on following link:- which says companies are required to take note of the aforsaid requirement of SEBI (prohibition of insider trading) reg, 1992 and advised to disclose to the exchange the applicable trading window period, along with any price sensitive information and ensure compliance with the same.

http://www.bseindia.com/corporates/Displaydata.aspx?Id=47a13d2a-9e54-42a5-8d33-a3e2f1d5f057&Page=cir

thanks & regards

cs kanak jain

On Mon, Feb 10, 2014 at 2:14 PM, Bhavani Prasad <cnb...@gmail.com> wrote:

[CS Shainshad Aduvanni]

Dear Ms.Kanak,

Trading Window Closure can be decided by the Company but it shall be opened after 24 hours after the information has been made available to public.

CS Shainshad Aduvanni
Company Secretary
Coimbatore

09841414439

[Kanak Jain]

thanks sir