May 18, 2010

SEBI launched Model Listing Agreement for SME Exchanges




In order to encourage promotion of dedicated exchanges and/or dedicated platforms of the exchanges for listing and trading of securities issued by Small and Medium Enterprises (“SME”), SEBI amended its ICDR 2009  by inserting a Chapter XA on “Issue of specified securities by small and medium enterprises”, vide its notification dated April 13, 2010.


The Role of Company Secretary under the new



  1. Clause 50(a) of the listing agreement authorises Practising Company Secretaries to certify that all transfers have been completed within stipulated time. 
  2. Clause 52(ii) authoirses Practising Company Secretaries to certify the compliance of conditions of corporate governance.
  3. Clause 50(a) further requires the companies to appoint Company Secretary of the issuer as a compliance officer and clause 54(ii) deals with the responsibilities of compliance officer.

Now, SEBI has come with Model listing agreement to facilitate listing of specified securities in the SME exchange, to be executed between the issuer and the Stock Exchange

Certain relaxations are provided to the issuers whose securities are listed on SME exchange in comparison to the listing requirements in Main Board, which inter-alia include the following:

  1. Companies listed on the SME exchange may send to their shareholders, a statement containing the salient features of all the documents, as prescribed in sub-clause (iv) of clause (b) of proviso to section 219 of the Companies Act, 1956, instead of sending a full Annual Report
  2. Periodical financial results may be submitted on “half yearly basis”, instead of “quarterly basis” and
  3.  SMEs need not publish their financial results, as required in the Main Board and can make it available on their website.

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