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Related party transactions

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....udit committee under sub-regulation (3) shall require prior No-Objection Certificate from the Debenture Trustee and the Debenture Trustee shall in turn obtain No-Objection from the debenture holders who are not related with the Issuer and hold atleast more than fifty per cent. of the debentures in value, on the basis of voting including e-voting ^4[, in the manner specified by the Board]. (6) After obtaining approval of the debenture holders, approval of the shareholders through resolution shall be obtained. Explanation (1): - If the No-Objection Certificate has been withheld, the matter shall not be taken forward for shareholders' consideration. Explanation (2): - This No-Objection Certificate from Debenture Trustee and deben....

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.... cases: (a) transactions entered into between two ^6[public sector] companies; (b) transactions entered into between a holding company and its wholly owned subsidiary whose accounts are consolidated with such holding company and placed before the shareholders at the general meeting for approval; ^7[****] (c) transactions entered into between two wholly-owned subsidiaries of the listed holding company, whose accounts are consolidated with such holding company and placed before the shareholders at the general meeting for approval ^8[;] ^9[(d) transactions which are in the nature of payment of statutory dues, statutory fees or statutory charges entered into between an entity on one hand and the Central ....

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....ry three years and updated accordingly: Provided that a transaction with a related party shall be considered material, if the transaction(s) to be entered into individually or taken together with previous transactions during a financial year, exceeds Rupees one thousand crore or ten per cent. of the annual consolidated turnover of the listed entity as per the last audited financial statements of the listed entity, whichever is lower." 3.  Omitted vide Notification No. SEBI/NRO-GN/2026/295 dated 20-01-2026 w.e.f. 20-01-2026 before it was read as, "(2) Notwithstanding the above, a transaction involving payments made to a related party with respect to brand usage or royalty shall be considered material if....

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....all require prior approval of the audit committee of the HVDLE if the value of such transaction whether entered into individually or taken together with previous transactions during a financial year, exceeds ten per cent. of the annual standalone turnover, as per the last audited financial statements of the subsidiary; (d) prior approval of the audit committee of the HVDLE shall not be required for a related party transaction to which the listed subsidiary is a party but the listed entity is not a party, if regulation 23 and sub-regulation (2) of regulation 15 of these regulations are applicable to such listed subsidiary. Explanation: - For related party transactions of unlisted subsidiaries of a listed subsidiary as refer....

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....action. (d) the audit committee shall review, at least on a quarterly basis, the details of related party transactions entered into by the HVDLE pursuant to each of the omnibus approvals given. (e) Such omnibus approvals shall be valid for a period not exceeding one year." 4.  Inserted vide Notification No. SEBI/NRO-GN/2026/295 dated 20-01-2026 w.e.f. 20-01-2026 5.  Substituted vide Notification No. SEBI/NRO-GN/2026/295 dated 20-01-2026 w.e.f. 20-01-2026 before it was read as, "sub-regulations (3), (4) and (5)" 6.  Substituted vide Notification No. SEBI/NRO-GN/2026/295 dated 20-01-2026 w.e.f. 20-01-2026 before it was read as, "government" 7.  Omitted vide....