21st January 2013
Sub: Amendments to Equity Listing Agreement
To all listed companies
Kindly note that SEBI vide the above-mentioned circular have inserted a new clause 35C shall be inserted to read as under:
“(i) The issuer agrees that all the employee benefit schemes involving the securities of the company shall be in compliance with SEBI (Employee Stock Option Schemes and Employee Stock Purchase Schemes) Guidelines, 1999 and any other guidelines, regulations etc. framed by SEBI in this regard.
(ii) The issuer further agrees that all the employee benefit schemes already framed and implemented by the company involving dealing in the securities of the company, before the insertion of this clause shall be aligned with and made to conform to SEBI (Employee Stock Option Schemes and Employee Stock Purchase Schemes) Guidelines, 1999 by June 30, 2013.”
In clause 35B of the Listing Agreement, all references to “Companies (Passing of the Resolution by Postal Ballot) Rules 2001” shall be replaced with “Companies (Passing of the Resolution by Postal Ballot) Rules 2011”.
All the listed companies will be required to inform the details of their schemes to the Stock Exchanges within 30 days from the date of this aforementioned circular, in the format provided in Annexure.
Besides, after clause 22A, the following new clause shall be inserted namely:
“22B: Prohibition on acquisition of securities from secondary market: No ESOS/ ESPS shall involve acquisition of securities from the secondary market.”
All the listed companies are requested to take note of the change / amendment as proposed by SEBI and implement the same with immediate effect.
For THE CALCUTTA STOCK EXCHANGE LTD.
Encl: As above