Difference between Secretarial Audit and Annual Secretarial Compliance Report (ASCR)
MR-3 under §204 covers all laws; ASCR under LODR Reg. 24A covers only SEBI regulations. Different signatories, different filing channels.
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Secretarial compliance for listed companies — annual reporting matrix
Listed entities must file Annual Secretarial Compliance Report (Reg 24A) signed by a PCS, alongside MR-3, within 60 days of year-end. Covers all SEBI regulations applicable.
Scope of Secretarial Audit — laws covered in MR-3
Companies Act, SCRA, Depositories Act, FEMA (FDI/ODI/ECB), SEBI regulations, industry-specific laws and Secretarial Standards (SS-1, SS-2).
What is the secretarial audit requirement under Section 204 for listed entities?
Every listed company + prescribed unlisted (paid-up ≥ ₹50 cr or turnover ≥ ₹250 cr or borrowings ≥ ₹100 cr) must annex a Secretarial Audit Report in Form MR-3 from a PCS to the Board's Report.
What is insider trading under SEBI (PIT) Regulations, 2015?
Trading by insiders on the basis of unpublished price-sensitive information (UPSI) is prohibited. Insiders include connected persons and those in possession of UPSI.
Open offer thresholds under SEBI (SAST) Regulations, 2011
Triggered on acquisition of 25% or more voting rights, or any acquisition > 5% in a financial year by an existing holder of 25%-75%. Open offer for minimum 26%.