Granthara01.08.02Mandatory disclosures and where they are published

01.08.02 · Mandatory disclosures and where they are published

Everyone, at the same moment.

You own a ten-thousandth of a percent of a company and will never meet anyone who runs it. What stops the people inside from knowing everything while you know nothing is not their goodwill. It is a timetable.

01.03.02 said insiders know the results first. Disclosure rules decide how long "first" is allowed to last.

Updated

Part 01 · The Rules of the Game
  1. 01.08.01 The regulator's role and investor protection
  2. 01.08.02 Mandatory disclosures and where they are published
  3. 01.08.03 Insider trading rules and what "material information" means
  4. 01.08.04 Shareholding pattern disclosures
  5. 01.08.05 What is legal, what is fraud, what is just bad practice
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Learn

The price of being listed

A private company tells its owners what it likes. A listed company is on a schedule, because its shares are being bought and sold by people who have no other way of knowing anything. Listing brings money (01.02.01); the continuing obligations are the bill.

Three kinds of thing must be disclosed. Periodic: results every quarter, the shareholding pattern every quarter, the annual report every year. Event-based: anything material, the moment it happens — a board decision, an acquisition, an auditor resigning, a fire at a plant. Corporate actions: the dividends, bonuses, splits and buybacks of chapter 01.07, with their record dates.

All of it goes to the stock exchange first. Not to a newspaper, not to a fund manager, not to a television channel. The exchange publishes it on its own website, where anybody can read it for free, and only then does it reach anyone's screen.

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The clock, and where it starts

The deadlines are short, and they differ by where the news came from. A decision taken in a board meeting — Bharat Foods' hypothetical ₹4 dividend, say — must reach the exchange within thirty minutes of the meeting ending. Something that happens inside the company gets twelve hours. Something from outside it, such as an order from a court or a regulator, gets twenty-four hours.

The clock starts when an officer of the company learns of the event through a credible channel, not when the company decides it is ready to talk about it. That distinction is the entire point of the rule.

The periodic filings run on a slower clock: quarterly results within 45 days of the quarter ending, annual results within 60 days of the year ending, and the shareholding pattern within 21 days of each quarter — the document 01.03.01 read to find out who owns what.

See it

Four events, four deadlines

The same company, four things that could happen on the same day. Tap each.

Timelines are those in force when this lesson was checked. The exact obligations depend on the event and are set out in SEBI's listing regulations; a company's own materiality policy is published on its website.

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"Material" is partly a number

Some events are material by definition, whatever their size: a change of managing director, the auditor resigning, a fraud, a default, action by a regulator, an acquisition. No test applies — they are disclosed.

Everything else is measured. An event is material if its likely effect crosses a threshold, and the threshold is the lowest of three numbers: 2% of turnover, 2% of net worth, or 5% of the average profit or loss of the last three years. Whichever of those is smallest is the line the company must use.

That is why a company's own materiality policy, approved by its board and published, matters. It fixes in advance what will be disclosed, so the decision is not made in the moment by whoever finds it inconvenient.

Illustrative example — an unnamed company works out its own line
Turnover ₹500 crore
2% = ₹10 crore
Net worth ₹200 crore
2% = ₹4 crore
Average profit of the last three years ₹20 crore
5% = ₹1 crore
The threshold it must use
the lowest of the three
₹1 croreabove this, an event is material and must be disclosed
0tests applied to a fraud, a default or a resigning auditor — those are material anyway
Try it

A company has turnover of ₹800 crore, net worth of ₹150 crore, and average profit of ₹40 crore over three years. Drag to the threshold it must use, in ₹ crore.

16 cr

Try it

A news channel reports a big order won by a listed company, quoting "sources". The company has filed nothing. What should you assume?

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Reading it yourself

Every filing lands in the same place: the corporate announcements section of the exchange's website, searchable by company. The company must also keep it on its own website, and the results and the shareholding pattern are there alongside the annual report.

This is the quietest advantage a beginner has and the least used. The announcement is the primary document — the same words a fund manager reads, at the same minute, for nothing. Everything you will later see quoted in an app, a video or a headline is a summary of it, written by somebody with their own reasons.

It is also how you check a story. A rumour that a company is being acquired either has a filing behind it or does not.

The three you can check in a minute

For any listed company: the latest results (how the business is doing), the latest shareholding pattern (who owns it, and whether the promoters' stake moved), and the corporate announcements feed (what has happened lately). All three are on the exchange's website under the company's name, free, with no account. If you cannot find something a headline says, that is itself worth knowing.

Disclosure decides when everyone learns a thing. The other half of the same rule decides what the people who already knew are allowed to do in the meantime.

Remember

A listed company must file results within 45 days of a quarter, its shareholding pattern within 21 days, and anything material within 30 minutes of the board deciding it, 12 hours if it happened inside the company or 24 hours if outside — always to the exchange first, where you can read it before anyone explains it to you.

Everything this chapter has told you, in order

  1. 01.08.01SEBI enforces rules, the exchange polices its members, and your complaint climbs that chain — but nothing in it protects you from a price.
  2. 01.08.02Everything a listed company must say goes to the exchange first, on a clock measured in minutes and hours — where you can read it before anyone explains it to you.
Next
01.08.03 — Insider trading rules and what "material information" means

And until that filing appears, who is allowed to act on what they already know?