SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) (FOURTH AMENDMENT) REGULATIONS, 2019 - SEBI/LAD-NRO/GN/2019/28 - SEBI
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Special Rights equity shares: governance, voting limits and mandatory conversion rules clarified for listed entities. Amendments require enhanced independent director representation where SR equity shares are outstanding: at least half the board, a wholly independent audit committee, two thirds composition for nomination and remuneration, stakeholders relationship and risk management committees. SR shares are economically at par with ordinary shares but face voting limitations, a cap on total SR voting rights post-listing, treatment as ordinary equity for specific matters, conversion to ordinary voting shares on the fifth anniversary with possible extension, and compulsory conversion upon enumerated corporate events.
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Special Rights equity shares: governance, voting limits and mandatory conversion rules clarified for listed entities.
Amendments require enhanced independent director representation where SR equity shares are outstanding: at least half the board, a wholly independent audit committee, two thirds composition for nomination and remuneration, stakeholders relationship and risk management committees. SR shares are economically at par with ordinary shares but face voting limitations, a cap on total SR voting rights post-listing, treatment as ordinary equity for specific matters, conversion to ordinary voting shares on the fifth anniversary with possible extension, and compulsory conversion upon enumerated corporate events.
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