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Trading Window closure period under Clause 4 of Schedule B read with Regulation 9 of SEBI (Prohibition of Insider Trading) Regulations, 2015 (“PIT Regulations”) – Extending framework for restricting trading by Designated Persons (“DPs”) by freezing PAN at security level to all listed companies in a phased manner

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..... Extending framework for restricting trading by Designated Persons ( DPs ) by freezing PAN at security level to all listed companies in a phased manner. 1. Clause 4 (1) of Schedule B read with Regulation 9 of PIT Regulations , inter-alia, states that Designated persons may execute trades subject to compliance with these regulations. Towards this end, a notional trading window shall be used as an instrument of monitoring the trading by the designated persons. The trading window shall be closed when the compliance officer determines that a designated person or class of designated persons can reasonably be expected to have possession of UPSI. Such closure shall be imposed in relation to such securities to which such UPSI relates. Des .....

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..... of benchmark indices and the consultations held with the Stock Exchanges and Depositories, the above framework is hereby extended to all the listed companies. 6. To ensure smooth implementation of the framework, glide path is being prescribed as under: Table 1: Timelines for phase wise implementation of the framework Sr. No. Companies to be covered PAN freeze start date 1 Listed companies that are part of benchmark indices i.e. NIFTY 50 and SENSEX Already applicable as on date 2 Top 1,000 companies in terms of BSE Market Capitalization as of June 30, 2023 (excludi .....

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..... e Board of India Act, 1992, read with Regulations 4(3) and 11 of the PIT Regulations , to protect the interests of investors in securities and to promote the development of, and to regulate the securities market. 12. A copy of this circular is available on SEBI website at www.sebi.gov.in under the Category Legal Circulars . Yours faithfully, A Vijayan Deputy General Manager +91-22-26449631 vijayan@sebi.gov.in Enclosure: 1. Procedure for implementation of the system Annexure A. 2. Process flow chart Annexure B. 3. Quarterly reporting format by the Depositories - Annexure C ANNEXURE A Trading Window closure period under Clause 4 of Schedule B re .....

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..... day (T- day) immediately after the end of every quarter for which results are to be announced, as Trading Window Closure commencement date and the date on which 48 hours ends post disclosure of financial results, as Trading Window Closure End date in the portal/platform. 5. The listed company shall provide the aforesaid details atleast 2 trading days prior to the commencement of trading window closure date (T-2 days). For example, for financial results for the quarter ending September 30, 2023, the listed company shall confirm the details by September 29, 2023. 6. DD shall provide the details received from the listed company (i.e. Commencement Date and End Date of the trading window closure period, Name and PAN of DPs, ISIN, e .....

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..... r 09, 2020 and shall be required to separately provide the details as mentioned at paras 3 and 4 above. Such instances shall be effected within 2 trading days of receipt of intimation from the listed company. For example, assuming the trading window closure period is October 01 - 15, 2023 and if the listed company adds any DP on October 10, 2023, then the change, i.e. freeze shall be effected on or before October 12, 2023. 11. There shall be provision in the system to specify the details of DP to be exempted by listed company from Trading Window restriction in terms of Clause 4 (3) of Schedule B read with regulation 9 of PIT Regulations. In such cases, the restriction shall be removed within 2 trading days from the date of receipt of req .....

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..... Depository (NSDL/CDSL) as Designated Depository (DD) 2 Total number of listed companies on which implementation of framework for restricting trading by Designated Persons ( DPs ) by Freezing PAN at security level, applicable 3 Total number of unique and valid PAN's of KMP/DPs provided by issuers/ listed companies for Trading Window closure restriction to the DD, at the end of the quarter. 4 Total number of accounts in which PAN-ISIN level freeze in the demat accounts of the concerned DPs was levied towards Trading Window closure for the quarter. .....

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