Regulation 90 requires a listed entity with specified securities primarily listed on recognised stock exchanges to immediately disclose to the recognised stock exchange or exchanges the proceedings of its annual and extraordinary general meetings. The obligation applies to meetings by whatever name called and covers both annual and extraordinary general meetings.

89. (1) The Listed Entity shall give prior intimation about the meeting of the board of directors and immediately disclose outcome of the meeting of the board of directors, to the recognised stock exchange(s) in respect of any of the following proposals: (a) dividends; (b) buyback of securities; (c) decision with respect to fund raising or change in capital; (d) financial results; (e) decision on voluntary delisting by the Listed Entity from stock... ... ...

Listed entities whose specified securities are primarily listed on recognised stock exchanges must, under Regulation 88, immediately disclose amendments to their constitutional documents, including the memorandum of association, articles of association, and comparable instruments, however named, to the recognised stock exchange or exchanges whenever such amendments occur without delay.

PART B: ENTITIES WITH SPECIFIED SECURITIES LISTED ON RECOGNISED STOCK EXCHANGES AS A PRIMARY LISTING 87. (1) The Listed Entity shall immediately make disclosure to the recognised stock exchange(s) of any event or information concerning it or any of its subsidiaries or associates which, in the opinion of the board of directors of the Listed Entity, is material or price sensitive. Explanation 1: The Listed Entity shall consider the following criteria for determination of materiality of e... ... ...

Listed entities must appoint a qualified company secretary as compliance officer, while an entity incorporated outside India must appoint a company secretary or equivalent. The compliance officer must ensure regulatory conformity, coordinate and report to the Authority, recognised stock exchanges and depositories, and implement correct procedures to secure the correctness, authenticity and comprehensiveness of filed information, statements and reports.

85. The Listed Entity shall ensure that key managerial personnel, directors, promoters, controlling shareholders or any other person dealing with it comply with responsibilities or obligations as assigned to them under these regulations. =============... ... ...

Listed Entities must apply applicable accounting standards, obtain independent and qualified annual audits, and provide non-misleading, accurate, explicit and timely information to recognised stock exchanges and investors. Dissemination channels must ensure equal, timely and cost-efficient investor access. Directors must act in good faith and consider the interests of members, the Listed Entity, employees, shareholders, society and environmental protection. Timely filings and periodic reports must contain sufficient material business, financial performance and management information to enable investors to track performance and assess current status.

CHAPTER XII: LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS PART A: GENERAL OBLIGATIONS 83. The provisions of PART A of this Chapter shall apply to the securities listed on the recognised stock exchange(s) under these regulations. =============... ... ...

Listing of other financial products may be undertaken by an issuer on a recognised stock exchange in the manner and subject to the conditions specified by the Authority. The Authority may prescribe the applicable listing process and conditions for such financial products.

81. An issuer may list certificate of deposit on a recognised stock exchange in such manner and subject to such conditions as may be specified by the Authority. =============... ... ...

Commercial paper listing is permitted on a recognised stock exchange for an issuer, subject to the manner and conditions specified by the Authority. Compliance with Authority-specified requirements is necessary for listing, with regulatory discretion governing the prescribed listing manner and conditions applicable to issuers.

CHAPTER XI: LISTING OF OTHER FINANCIAL PRODUCTS 79. An issuer may list a fund or an investment trust on a recognised stock exchange in terms of IFSCA (Fund Management) Regulations, 2022. =============... ... ...

Issuers of ESG-labelled debt securities, other than sustainability-linked debt securities, must annually disclose use and allocation of proceeds, project or asset details, ESG impact indicators, and the methods and assumptions used for impact metrics. Sustainability-linked debt issuers must report performance against selected key performance indicators and Sustainability Performance Targets, including relevant baselines and information enabling investors to assess target ambition. Independent external verification must address target performance and the related impact and timing of any financial or structural adjustment.

77. (1) The issuer shall make the following additional disclosures in the offer document or information memorandum, as the case may be, in respect of ESG labelled debt securities (other than sustainability-linked debt securities): (a) A statement on ESG objectives of the issue of debt securities; (b) Details of process followed by the issuer for evaluating and selecting the project(s) and/or asset(s); (c) Proposed use of the proceeds of the issue including details ... ... ...

ESG-labelled debt securities may be described as green, social or sustainability only where issuance proceeds are proposed to finance or refinance projects or assets aligned with recognised standards. Sustainability-linked debt securities must align with those standards or other qualifying criteria. Issuers must appoint an independent and suitably qualified external reviewer, with remuneration structured to prevent conflicts of interest, and must adequately disclose reviewer details in an easily accessible manner for investors.

CHAPTER X: ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) LABELLED DEBT SECURITIES 75. (1) This chapter shall apply to Environmental, Social and Governance (ESG) labelled debt securities including "green", "social", "sustainability", "sustainability linked" debt securities or any other ESG labelled debt securities as may be specified by the Authority, which is listed or proposed to be listed on a recognised stock exchange. (2) The requirements under this chapter shall be in addition to the... ... ...

A recognised stock exchange may relax certain debt-security listing requirements on an issuer's application, in accordance with its internal policy or guidelines. Exempt categories include supranational, multilateral and statutory institutions or agencies, entities with securities irrevocably guaranteed by a Sovereign, and other entities specified by the Authority.

73. In respect of a public issue of debt securities on a recognised stock exchange, the issuer shall comply with requirements such as appointment of trustee, creation of debenture redemption reserve and such other requirements as may be specified by the Authority or the recognised stock exchange(s). =============... ... ...

Debt securities proposed for listing require the issuer to obtain a credit rating from an agency registered with the Authority or a regulator in a Foreign Jurisdiction. From 1 April 2025, or another specified date, at least one rating must be obtained from an Authority-registered agency. Details of ratings assigned to the debt securities must be disclosed in the applicable prospectus, shelf prospectus or information memorandum.

71. The minimum subscription amount for an investor in case of private placement shall be disclosed in the offer document. =============... ... ...