Om Sai Ram

CA CS KARAN KUMAR CS EXECUTIVE

CA , CS , M.Com , B.Com Securities Laws & Capital Market
UGC NET QUALIFIED SLCM - Module II

ca_cs_karan17
ALL INDIA RANKHOLDER

8447688858
Related Party Transaction .

SEBI NODR Regulations 2015 .

Fou transactions Not to be treated

Party Reg
shall
Related 2(2k) # as

Meaning
.

of
Related
Party means a Related Party defined
Related
Party Transaction : -

-under See 2(76) of Companies

Act 2013 .
-
Issue
of Securities on
Preferential bas's
subject Regulations
ICDR 2018
-
or under applicable accounting standards
compliance of
.

to

Provided that
Following Corporate actions by Listed entity
, ->

Any entity forming part of the

formily offed to all shawboldes
-
or
person a un

promoter or
promotes group of listed
entity a)
Payment of Dividend
o b) subdivision or consolidation of Securities

any person any entity holding Shares

-
or
eq
Right Issue on Bonus Jesue
.

c)
,

of
10 % or more
(w e
81Ap 23] Buy-Back of
Securities
.

d)
.

in the listed
directly or entity
Acceptance of FD by Banks/NBFC
either terms
-> at
,

Indirectly at any time during the immediate uniformly offered other to all shawholdus
,

Public subject disclosure

preceding financial year of
. or to same

with Disclosure six months

Party along of
Shall be deemed RPT
be Related to every
a .

to stock
exchange
Reg2(22) : Related
Party transaction -

Resources,
A transaction involving a
transfer of
services
obligations blw Provisions
of : -

of Reg of
23 SEBI LODR 2015 .

jausaction Other Hand

a) Listed ityandor It
Related
Party of
=>
Listed entity shall
formulate policy
a

its subsidiaries on
materiality of RPT
ricluding clear
any of Listed
entity or

its
threshold limits and
appeared by Bob

any of subsy and such

policy must be reviewed $

updated by
3
b) Listed
Transaction
other
Bob atleast once
every years
entity It Any person

6
or

Provided
any of
its subsidiaries of
entity -> that a RPT With a Related
Party
is to be considered material
if
The Purpose of this transaction is to
benefit
transactions entered into
Individually
or taken
together
with
pecious transactions
Related
Party of
Listed
entity or during a Financial year ,

E 3
its Exceeds E10002 % Annual
subsy
10
any of
OR
of
consolidated

regardless of
whether
price is
charged Turnover
listed
of entity as
Isee
#Transaction with Related
Party includes a
the last audited F .

Group of Lowes
single transaction or a Transactions . whichever is
 Om Sai Ram
CA CS KARAN KUMAR CS EXECUTIVE
CA , CS , M.Com , B.Com Securities Laws & Capital Market
UGC NET QUALIFIED SLCM - Module II
ALL INDIA RANKHOLDER

ca_cs_karan17 8447688858

Transaction
involving payment made to 4) Omnibus approval shall
specify : -

a related
party
with
respect to a) Name
of Related
Party
Brand
usage
op
Royalty shall be b) Nature
of
Mansaction

considered material
if Period Transaction
2)
of
transaction(s) - did alle d) Max Amt
of Transactions
with Precious transaction that shall be entered into
during a

Indicative Base
financial year exceeds 5%
of Annual 2) price
and
in
consolidated turnover
of Listed
entity formula for variation
price
as
pel fast audited F S
Such condition
1)
.

other AC
.

as

deem
All related transactions
may fit
palty
=>

Provided if
of approval
I need Omnibus
All
Subsequent
Material
Modifications be
aforesaid
cannot
foreseen $
shall
require prior approval of details one not available
audit committee (AC)
Le to
may grant approval
members who are
Only those
feaus subject their
=>

You action to

Independent directors
of Audit
exceeding
value not Elcove
per
Committee shall
approve transaction .

=>
Al
of listed
entity
shall
define As review
shall
quarterly
- on
material
modifications and disclose
basis Details RPT entered
of
-

it
of materiality of
,

as a
part into basis Omnibus
RPT
on
of approval .

proposed to be entered
by Listed entity
-
AG
Pmay grant omnibus approval

fou RPT
subject to
foll
·
conditions -> Such omnibus approval shall be
year
1) Ac -

lays down - criteria

of Granting
valid
you a
period of one .

omnibus approval d
be in line
must
-> All material RPT $
with
policy of RPT
All material
Subsequent
2) Such
approval shall be
applicable Modifications
You such transactions which are
repetitive shall
require Shareholders approval .

in nature
Related
-

shall vote to
party
->
No
3) Ac
need
shall
satisfy itself regarding approve
above stated Resolution
Omnibus
of approval
the
 Om Sai Ram
CA CS KARAN KUMAR CS EXECUTIVE
CA , CS , M.Com , B.Com Securities Laws & Capital Market
UGC NET QUALIFIED SLCM - Module II
ALL INDIA RANKHOLDER

ca_cs_karan17 8447688858

-Provisions Omnibus
ofShareholder
AC
approval , ->
Listed
entity - submit stock

approval $ approval Discloses exchanges

RPT
NOT applicable in
foll .
Cases : -

of
Provided that w a
f 1
Apr 2023
.

Transaction
.

-
I III/
,
/
MI
a) I
byw Yout Co Listed
Gort Co .
1 =
.

GortCo .
2 entity shall make such

disclosures six months

every
b) I
/ Transaction (NosS
-> on the date
of publication of
Holding co
HI and e
-

not
its standalous & Consolidated
subsy Financial Results .

I accounts
of such was are

consolidated with
Holding $
co

placed before shareholders

for approval .

7
I Sen
C) Listed

-
Holding
Entity
↳

Har
- an
-
-d I
Transaction biw Listed
of Entity
2
wholly owned Subsy ·

Provisions
of
these
regulations
-

are
applicable an
prospective
basis .

Existing transactions prior

-> to date

of notification of these Regulations

and which
may
continue
beyond
such date->
Approve from
than holders

in
first GM
after notification of Regulations