Public Markets, SEBI & Governance Directorate • 9 Specialized Offerings

Listed Companies Compliance, SEBI LODR & Corporate Actions

Executive secretarial counsel and capital market regulatory management for public listed enterprises on BSE and NSE. Full-lifecycle adherence to SEBI (LODR) Regulations 2015, corporate actions, depository integrations, and SAT tribunal defenses.

Complete Practice Directory

Capital Markets, SEBI LODR & Corporate Governance Suite

Organized into 3 institutional practice areas covering stock exchange quarterly disclosures, corporate action executions, capital restructuring, and tribunal defense.

Showing 9 listed and public market governance practices Authority: SEBI, BSE, NSE, NSDL, CDSL & SAT
SEBI LODR

SEBI LODR Compliance & Disclosures

Comprehensive quarterly financial results (Reg 33), shareholding patterns (Reg 31), corporate governance reports (Reg 27), and Form MR-3 secretarial audits.

Regulatory Scope SEBI (LODR) Reg 2015
Filing Cadence Quarterly & Annual Portals
SEBI LODR

Corporate Action Execution

Execution of interim/final dividends, rights issues, bonus share allotments, stock splits, share buybacks, and depository coordination with NSDL and CDSL.

Statutory Coordination BSE / NSE / NSDL / CDSL
Timelines T+1 Record Date Settlement
SEBI LODR

Strategic & Operational Advisory

Advisory on the SEBI Takeover Regulations (SAST), Prohibition of Insider Trading (PIT) code implementation, institutional shareholder proxy relations, and board charters.

Advisory Head Fellow Company Secretary
Core Mandate SAST, PIT & Capital Market Law
Capital Restructuring

Increase in Authorized Capital

Statutory expansion of authorized equity or preference capital, drafting EGM special resolutions, MOA Clause V amendments, and Form SH-7 e-filing with the ROC.

Statutory Form Form SH-7 (MCA21 V3)
Turnaround 3–5 Business Days
Capital Restructuring

Share Transfer & Dematerialization

End-to-end processing of equity transfers (Form SH-4), transmission of shares upon demise, ISIN generation, physical-to-demat conversion, and RTA liaison.

Statutory Form Form SH-4 & Demat Request Form
Depository Focus NSDL / CDSL Electronic Credits
Capital Restructuring

Conversion of Pvt to Public Ltd

Pre-IPO structural conversion under Section 14 of the Companies Act 2013, expanding shareholder base to 7+ members, 3+ directors, and redrafting MOA/AOA.

Governing Statute Section 14, Companies Act 2013
Milestone Pre-IPO Readiness & New COI
Governance & Defense

Public Limited Corporate Governance

Complete statutory secretarial operations for public unlisted and listed corporations, including board committees, annual general meetings (AGM), and statutory registers.

Entity Scope Public Unlisted & Listed Cos
Annual Returns Form AOC-4 & MGT-7
Governance & Defense

Board Restructuring & Appointments

Induction of Independent Directors, Woman Directors, and Key Managerial Personnel (KMP) under Section 149/203, NRC committee compliance, and Form DIR-12 filings.

Statutory Form Form DIR-12 & DIR-2 Consent
Mandate Independent & KMP Inductions
Governance & Defense

SEBI, SAT & Tribunal Representation

Senior Advocate and Corporate CS bench appearance before the Securities Appellate Tribunal (SAT), SEBI Adjudicating Officers, NCLT, and the Regional Director.

Bench Presence Senior Advocate & Counsel
Tribunal Forums SAT, SEBI AO, NCLT & MCA

No matching listed governance practices found

We handle bespoke public issues, delisting advisory, qualified institutional placements (QIP), and complex insider trading defenses. Contact our Practice Head directly.

Institutional Rigor

Enterprise Governance for Public Capital Markets

Why boards of directors, audit committee chairs, and institutional promoters entrust their capital market obligations to Lawful Journey.

PILLAR 01

Senior CS & Fellow CS Peer-Review

Every stock exchange intimation, board resolution, and secretarial audit dossier is reviewed by practicing Fellows of the ICSI with deep capital market governance exposure.

PILLAR 02

Zero-Tolerance Disclosure Calendar

Pre-scheduled automated triggers for SEBI LODR Regulation 30 (material events within 30 mins to 24 hrs), Regulation 31 (shareholding), and Regulation 33 (financial results) to avert exchange trading freezes.

PILLAR 03

BSE NEAPS & NSE Listing Centre Direct Liaison

Real-time submission management on both National Stock Exchange (NEAPS) and Bombay Stock Exchange (Listing Centre) electronic dissemination platforms.

PILLAR 04

Depository Corporate Action Integration

Coordinated corporate action execution across National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) for dividend payouts, rights, and bonus credits.

PILLAR 05

SEBI Takeover (SAST) & PIT Advisory

Rigorous monitoring of promoter holding shifts, open offer trigger thresholds under the SEBI SAST Regulations, structured digital database (SDD) maintenance, and trading window closures under SEBI PIT.

PILLAR 06

SAT & Regulatory Tribunal Representation

Dedicated advocate appearances before the Securities Appellate Tribunal (SAT), defending public corporations and directors against adjudication notices, monetary penalties, and debarment orders.

100%
SEBI Calendar Adherence Rate
50+
Listed & Public Entities Advised
0 Lapses
In Material Disclosures
Direct Desk
BSE & NSE Listing Coordination
Execution Protocol

5-Phase Protocol for Listed Company Governance

A structured, military-grade operational workflow guaranteeing complete compliance with SEBI LODR, exchange regulations, and depository rules.

PHASE 01 Day 1–3

Statutory Calendar & Charters

Setting up the quarterly SEBI LODR compliance tracker, trading window closure schedules, and updating board and committee charters.

Deliverable: Annual SEBI Compliance Calendar
PHASE 02 Pre-Board

Board & Committee Governance

Drafting notice, agenda, explanatory statements, and resolutions for the Audit Committee, NRC, Stakeholders Relationship, and Board.

Deliverable: Attested Board & Committee Dossier
PHASE 03 Intimations

Exchange Portal Submissions

Uploading outcome of board meetings, un-audited/audited financial results with Limited Review Reports, and shareholding patterns on BSE/NSE.

Deliverable: Official Exchange Acknowledgements
PHASE 04 Corporate Action

Depository Credit Execution

Fixing record dates, issuing public notices, coordinating with RTA, and securing debit/credit corporate action approvals from NSDL and CDSL.

Deliverable: Depository Execution Confirmations
PHASE 05 Annual

Secretarial Audit & AGM

Conducting the comprehensive annual Secretarial Audit (Form MR-3), drafting the Annual Report corporate governance section, and running AGM e-voting.

Deliverable: Form MR-3 Secretarial Audit Report
Practical Insights

Frequently Asked Questions on Listed Companies & SEBI

High-level guidance from our Senior Corporate Advocates and Company Secretaries on SEBI regulations, disclosures, and public markets in India.

Under amended SEBI (LODR) Regulation 30, listed companies must disclose material events to stock exchanges within strictly expedited timelines:
1. Within 30 minutes of the closure of the board meeting for decisions regarding dividends, financial results, buybacks, fund raising, or corporate restructuring.
2. Within 12 hours for events originating from within the listed entity (e.g. key management resignations, acquisitions, credit rating revisions).
3. Within 24 hours for events or information originating from external sources (e.g. litigations, regulatory audits, major contract defaults). Lapses in disclosure trigger immediate exchange fines and public clarification notices.
A company listed on the Main Board of BSE/NSE must statutorily constitute:
1. Audit Committee (Reg 18): Minimum 3 directors, two-thirds must be independent directors, chaired by an independent director with accounting expertise.
2. Nomination and Remuneration Committee / NRC (Reg 19): Minimum 3 directors, all non-executive, at least two-thirds independent directors.
3. Stakeholders Relationship Committee / SRC (Reg 20): At least 3 directors with at least one independent director to address investor grievances.
4. Risk Management Committee (Reg 21): Mandatory for the top 1,000 listed entities based on market capitalization.
Under Clause 4 of Schedule B of SEBI (PIT) Regulations 2015, the trading window for designated persons and their immediate relatives is closed from the end of every quarter (e.g., March 31, June 30, September 30, December 31) until 48 hours after the quarterly/annual financial results are formally announced to the stock exchanges. During this window, all directors, key managerial personnel, auditors, and designated employees are legally barred from trading in the company's securities. The company must maintain an immutable Structured Digital Database (SDD) containing the PAN and timestamps of persons possessing Unpublished Price Sensitive Information (UPSI).
No. Under SEBI mandates (effective April 1, 2019), requests for effecting the transfer of securities of listed entities shall not be processed unless the securities are held in the dematerialized form with a depository (NSDL or CDSL). However, transmission of shares (in case of inheritance or demise) and transposition (change in order of joint names) are still permitted for physical shares, following which the shares are credited exclusively in demat form via a Letter of Confirmation (LOC). Lawful Journey assists shareholders and listed corporations in dematerializing legacy physical certificates and coordinating with RTAs.
A Rights Issue allows an existing shareholder the right (but not the obligation) to purchase additional newly issued shares in proportion to their existing holding on a pre-determined record date, usually at a discount to the prevailing market price. In a Preferential Allotment (Private Placement under Chapter V of SEBI ICDR Regulations), shares or convertible warrants are issued to a select group of investors or promoters on a private basis. Preferential allotments are governed by strict SEBI pricing formula guidelines (Volume Weighted Average Price / VWAP) and carry mandatory statutory lock-in periods (up to 18 months for non-promoters and up to 3 years for promoters).
Under Section 15T of the SEBI Act 1992, any person or company aggrieved by an order of the SEBI Adjudicating Officer, Whole Time Member, or a recognized stock exchange may prefer an appeal to the Securities Appellate Tribunal (SAT) in Mumbai within 45 days from the date of receipt of the order. The appeal must be accompanied by the prescribed court fee and certified memorandum. Where an order imposes a monetary penalty, the appellant is typically required to deposit a portion of the penalty or seek an interim stay from the tribunal bench. Lawful Journey provides end-to-end representation before the SAT.
Direct Counsel Consultation

Schedule a Confidential Legal Consultation

Whether you require SEBI LODR quarterly secretarial retainer support, execution of complex corporate actions (buybacks, bonus, rights issues), or defense before the Securities Appellate Tribunal (SAT), speak directly with our Senior Practice Head.

Corporate Counsel Available Now

Immediate Direct Assistance

Speak directly with our senior capital markets & listed governance counsel. Get swift clarity on SEBI LODR compliance, corporate actions, SAT defense, and listing regularizations.

Central New Delhi Office

Physical consultations available by appointment • Serving pan-India clients digitally

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