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Clarificatory and Procedural changes to aid and strengthen ESG Rating Providers (ERPs)

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..... eholders through public consultation, the following clarifications/ guidelines in respect of provisions of the Master Circular are being specified:  1.1. Withdrawal of ESG ratings 1.1.1. Para 13.1 of the Master Circular provides as under:  "Regulation  28M  of  CRA  regulations  prescribe,  inter-alia,  that  an  ERP  shall not withdraw an ESG rating except in cases where the rated issuer, or the issuer whose security is rated, is wound up or merged or amalgamated with another company, or except in cases as may be specified by SEBI from time to time. Further, subject to  CRA  Regulations,  ERP  shall withdraw  an  ESG  rating  as  p .....

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..... % of the bondholders by value.  ii. In case of rating of an issuer/ entity, the ERP may withdraw the rating subject to the ERP having rated the issuer/ entity continuously for 3 years. 1.2. Disclosure of Rating Rationale on the website of ERP  1.2.1. Para 11.3 of the Master Circular specifies the minimum disclosures to be made in the ESG Rating Rationale/ ESG Report by all ERPs. Further, Para 20.2 of the Master Circular, inter alia, provides for continuous disclosure of Rating Rationales and Rating Reports on the ERP's website.  1.2.2. It is clarified that ERPs following a Subscriber-Pays business model may share the detailed Rating Rationales/ Rating Reports, as specified in Para 11.3 of the Master Circular, only with .....

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..... e under a separate tab/ section on the listed company's page. 1.3.2. For ESG ratings of a debt security, the stock exchange where the security is listed shall prominently disclose the ESG rating on its website under a separate tab/ section on the listed security's page. 1.3.3. The format for disclosure of ESG ratings, as specified in Para 1.3.1. and 1.3.2., shall be as under: Name of  the rated issuer or security Symbol or ISIN, as applicable Sector ESG rating  Date of rating ERP Name Business Model of ERP (i.e. Subscriber-pays or Issuer-pays) ESG Rating Press Release (PDF attachment)                 Details in the above format shall be provided by the ERP .....

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..... tive for Category-II ERPs after a period of two years from the date of issuance of this Circular. Until the said time, the relevant issues under the purview of NRC and ESG Ratings Sub-Committee may be handled by the Board of the Category II ERP. 2. The circular shall be applicable with immediate effect. 3. This circular is issued with the approval of competent authority, in exercise of the powers conferred by Section 11 (1) of Securities and Exchange Board of India Act, 1992 read with the provisions of Regulation 28H of SEBI (Credit Rating Agencies) Regulations, 1999 to protect the interest of investors in securities and to promote the development of, and to regulate, the securities market. 4. This Circular is available on the website of .....

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..... RP's intellectual property, the following standards will govern the nature and scope of clarifications provided to the rated entity in response to their comments on the rating rationale:  1. Purpose The ERP will address valid concerns and ensure that the rating process is transparent and comprehensible. Proprietary models, algorithms, and benchmark datasets used in the rating process will not be disclosed. Only information that is relevant and material to the specific rating will be shared. Further, for any queries/ information sought over and above what isalready shared in the rating rationale will be addressed by the ERP on a best effort basis. As per Para 11 of SEBI Master Circular for ERPs, the ESG Rating Rationale to be shared .....

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