Facts of the case

A Ltd, an unlisted company, is going for Initial Public Offer [‘IPO’] of equity shares. Its IPO will open in two days. There is one individual [‘Mr. A’] who is a designated person of A Ltd. This designated person wants to subscribe to equity shares in the IPO. SEBI (Prohibition of Insider Trading) Regulations, 2015 [‘SEBI PIT’] states that if you have access to UPSI you cannot trade in shares of a company that is listed on a recognized stock exchange. Ideally this is applicable to trading in equity shares capital of companies which are listed. [1]As mentioned above, IPO of A Ltd will open in two days. So, can the designated person subscribe to equity shares in the IPO of the company?

I.  Background: Proposed to Be Listed under the purview of SEBI PIT

Proposed to be Listed companies were brought under the purview of SEBI PIT on the recommendation of The High-Level Committee to Review the SEBI (Prohibition of Insider Trading) Regulations, 1992 [Sodhi Committee]. Sodhi Committee stated that ICDR Regulation provides for disclosure of material information necessary for making an informed decision in an IPO and hence insider trading could occur in the process of book building. It was further stated that in case of offer for sale an insider could take advantage of his access to UPSI and trade with investors in IPO without making such UPSI generally available in the prospectus of company.

II. Analysis – Literal rule of interpretation.

Regulation 4(1) of SEBI PIT states: “No insider shall trade in securities that are listed or proposed to be listed on a stock exchange when in possession of unpublished price sensitive information.” This prohibition applies universally to all insiders, not just designated persons. An insider is defined as any person who is a connected person or who possesses or has access to UPSI[2]. As per regulation 4(1) of SEBI PIT an insider cannot trade in securities of a proposed to be listed entity. Reg. 2(1)(l) defines ‘Trading’ under SEBI PIT[3]. Trading includes subscribing or agreeing to subscribe to securities. So, subscription or agreeing to subscribe to IPOs is also considered as Trading. Hence reading reg. 4(1) jointly with reg. 2(1)(l) an Insider cannot subscribe to IPO of a proposed to be listed entity.

Regulation 3(5) of SEBI PIT states that any entity required to handle UPSI shall a structured digital database in place. Structured Digital Database [‘SDD’] is record of persons having access to USPI. If any insider has access to UPSI then he cannot trade in securities of any company. So, if an insider has access to UPSI, his name would be entered in SDD then he cannot trade in securities of proposed to be listed entity. Further entities that are proposed to be listed are required to maintain SDD from the date of filing of prospectus.[4]

Now the question arises is whether this prohibition is still relevant in SEBI PIT? It also raises the question whether subscription to IPO by designated person is allowed in spirit of law?

III. Analysis – Purposive Interpretation.

Regulatory framework for a proposed to be listed entity

A Proposed to be Listed Company also follows the procedure/provision prescribed for listing under SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. A proposed to be listed entity files its DRHP with SEBI or stock exchange as the case may be. In case of proposed to be listed entity, SEBI (Issue of Capital and Disclosure Requirement) Regulations, 2018 [SEBI ICDR] mandates disclosure of updated material information in the draft offer document[5].

SEBI or stock exchange then gives its observation which are to be incorporated in DRHP. DRHP is also made available in public domain for comments. After incorporating observation and public comments the proposed to be listed entity files updated offer document/ RHP[6] with SEBI / SE. SEBI ICDR states that all the material information should be made available to proposed investors through RHP[7]. Accordingly, all material information is made available in public domain.

SEBI ICDR provides for reservation on competitive basis for employees of IPO bound companies[8]. SEBI ICDR states that retail investors can apply in IPO only at cut off price and hence they are not allowed to bid on price of shares[9]. As the shares are not listed on a recognized stock exchange and all material information is available in public domain, the purpose of SEBI PIT is not defeated in case an insider subscribes to IPO (i.e. trades in securities).   

Conclusion

The current intersection of SEBI (PIT) and SEBI (ICDR) Regulations creates a unique regulatory paradox for “proposed to be listed” entities. While a literal reading of Regulation 4(1) of the PIT Regulations suggests an absolute embargo on insiders subscribing to an IPO, a purposive analysis reveals that the safeguards intended by the Sodhi Committee are now largely subsumed within the robust disclosure mandates of the ICDR framework. The regulator may consider re-evaluating the absolute prohibition of IPO subscriptions by Designated Persons (DPs) who are not in possession of UPSI. Just as the law has evolved to mandate the Structured Digital Database (SDD) to track the flow of information, the enforcement of PIT could shift from a blanket ban on the “act” of subscription to a compliance-based approach.

[1] If securities are not listed, they would not be amenable to price discovery – pg 19 Sodhi Committee report

[2] Reg. 2(1)(g)

[3] Trading”  means  and  includes  subscribing, 10[redeeming,  switching,]  buying, selling,  dealing,  or  agreeing  to  subscribe, 11[redeem,  switch,]buy,  sell,  deal  in  any securities, and “trade” shall be construed accordingly

[4] BSE and NSE circular October 18, 2024 – Certification of SDD maintenance

[5] Reg 24(5) of ICDR : Lead manager shall ensure that the information contained in DRHP and offer document and particulars as per restated audited financial statements in the offer document are not more than six months old from the issue opening date.

[6] Regulation 25(5), Regulation 26(3) of ICDR

[7] Regulation 24(1) of ICDR

[8] Reg. 33(1)(a) read with Reg. 33(2) of ICDR.

[9] Schedule XIII, Part A, Clause 12(o)

This article is published on Taxmann link below.

https://www.taxmann.com/research/company-and-sebi/top-story/105010000000028301/whether-a-designated-person-can-subscribe-to-the-initial-public-offer-experts-opinion

The post Whether a Designated Person Can Subscribe to the Initial Public Offer? first appeared on MMJC.

Contra trade is the one of the restrictions where compliance officer can grant relaxation. This statement itself is matter of debate and deliberation in corporate world.

SEBI (Prohibition of Insider Trading) Regulations, 2015 [PIT Regulations] has a very intelligent and unique structure. If you have UPSI you cannot share it unless it is need to know and legitimate purpose subject to certain compliances AND you cannot trade while in possession of UPSI. And then there are few more restrictions arising from model of code of conduct i.e. trading window closure, preclearance and contra trade.

Contra trade, in certain circumstances trade during window closure arising from pledge are few examples where compliance officer has power to grant certain relaxations.

What is contra trade?

As the word reflects there should be two trades and it should be contra i.e. opposite trades. Term trade is defined but contra is not defined. For example, buy and sell are opposite trades or sell and buy are opposite trades. Though trade includes pledge [give reference of definition] but when it comes to meaning of contra, SEBI has taken a view that unless because of trade beneficial ownership is changing it will not be a contra trade [though is considered as trade]. this is one fine line between ‘trade’ under PIT Regulations, and ‘contra trade’ under para 10 of model code of conduct. And this is very logical.

Power of Compliance Officer w.r.t. Contra Trade

In contra trade

1. the compliance officer may be empowered to grant relaxation from strict application of such restriction.
2. for reasons to be recorded in  writing
3. provided that such  relaxation  does  not violate  these  regulations

each of this condition is important, your code of conduct should empower compliance officer to grant relaxation for reason to be recorded in writing. However, he has to ensure that such relaxation does not violate these regulations.

Code of conduct must prescribe period, which in any event shall not be less than six months, within which  a  designated  person  who  is  permitted  to  trade  shall  not  execute  a  contra trade. Customarily companies keep same period of six months but not every company is conscious about providing authority to compliance officer to grant relaxation. In absence of such express power, it will be presumed that Compliance Officer has no power to grant any relaxation and legal consequence will follow.

Grounds under which relaxations can be granted

First and foremost, compliance officer must ensure that trade is not in violation of regulation. Violation of regulation would cover –

1. trades executed when person was not having any UPSI
2. trades not done when window is closed for him
3. trades are done either with proper pre clearance from compliance office OR transaction value should be below the threshold prescribed for minimum pre clearance.

Conservative view says if trade is executed within 6 months it will be presumed to be violative of regulations. However, there is legal doctrine which says that any interpretation which makes any line redundant is not a correct interpretation.

If compliance officer is satisfied about all above conditions, then subject to stipulations mentioned in code of conduct, compliance officer can grant relaxation subject to recording reason in writing. Stipulations mentioned in code of conduct can be some specific situations under which such relaxation can be granted by him for example –

1. Trade is not done while in possession of UPSI /or when trading window was closed OR not to override requirement of pre clearance
2. when there is no change in beneficial ownership like transfer between two where beneficial ownership is not changing OR
3. change is within immediate relatives or
4. change is within stipulated grounds narrated in proviso to regulation 4(1) of PIT regulations etc.

Code of conduct adopted by the company has to expressly empower Compliance officer and can give him some framework which he can adopt while granting relaxations. If code of conduct is silent about such power to compliance officer, he cannot grant any relaxation, and legal consequences will have to be followed. This power cannot be presumed; it has to be express in enough words in code of conduct.

Recording reason in writing

This is important that compliance officer records his reason in writing while granting relaxation. If relaxation is granted without recording reason in writing, compliance officer would be personally at fault and can suffer legal consequences.

Any power to grant relaxation from main rule must be exercised judiciously. And in order to prove that such exercise of power is not arbitrary it is in best interest of compliance officer to record full details and elaborate reasons why he/she feels that

1. trade is not done in violation of regulations; and
2. relaxation should be granted for the given case.

If compliance officer observes opposite trade within a period prescribed in code of conduct, it would be prudent for compliance officer to send notice/ communication explaining his observation and seeking response within some stipulated time with all back-ups as to why this should not be considered as violation of regulation and why no action should be taken.

Disgorgement of profit

Contra trade is one such restriction where apart from penal action which a company can take and report to stock exchange, it also has to disgorge profits made during that trade.

Para 10 of model code of conduct says – ‘Should  a  contra  trade  be  executed,  inadvertently  or  otherwise,  in violation  of  such  a  restriction,  the  profits  from  such  trade  shall  be  liable  to  be  disgorged  for remittance to the Board for credit to the Investor Protection and Education Fund administered by the Board under the Act.’

This clause is clear that whether trade is inadvertent or otherwise, profits shall be liable to be disgorged. Word ‘shall’ is important here. There is no discretion. Profits ‘shall’ be liable to be disgorged.

There are few more important words to be noted. It says ‘trade in violation of such restrictions’, we have seen in earlier para, it says compliance officer can grant relaxation if ‘trade is not in violation of these regulations’. When different words are used at different place it means different thing. And therefore, even if compliance officer observes that trade is not in violation of regulation but in violation of such restriction [for example 6 months] profits from such trade shall be liable to be disgorged.

Such disgorged profits will have to be remitted to Investor Protection and Education Fund [IPEF] administered by the Board under the Act. Though there is no timeline prescribed within which such disgorgement has to be done AND within what time such disgorged profits will have to be transferred to IPEF at the earliest. The word ‘shall’ makes it mandatory and therefore there is no reason why such disgorgement and transfer should be delayed. In fact, disgorgement is a concept which is triggered to avoid any siphoning of funds

What is considered as trade while ascertaining contra trade

Compliance Officer has to be mindful for evaluating whether there is contra trade or not, many type of transactions will have to be evaluated. Word trade is defined and therefore it includes buy, sell, pledge, un pledge, gift, off market transfer, lending of shares, shares offered as margin etc. the only exception is exercise of ESOP. Exercise of ESOP is not considered as trade for the purpose of these regulations. SEBI in its frequently asked questions have given elaborate guidance on contra trade in context of ESOP as discussed above trade which triggers change in beneficial ownership and is opposite in nature only will be considered as contra trade

Conclusion

While dealing with contra trade compliance officer has to be mindful about various aspects. While model code allows companies code to empower compliance officer to grant relaxation from contra trade restrictions, as per definition of ‘compliance officer’ he is personally responsible to ensure compliance with code. And therefore, he has to be mindful about this.

 For example, entering into confidentiality agreement or notice, entering details in SDD and closing window for the recipient’s

 Regulation 4 of SEBI (Prohibition of Insider Trading) Regulations, 2015

 The compliance officer may be empowered to grant relaxation from strict application of such restriction for reasons to be recorded in writing provided that such relaxation does not violate these regulations.

 “trading” means and includes subscribing, redeeming, switching, buying, selling, dealing, or agreeing to subscribe, redeem, switch, buy, sell, deal in any securities, and “trade” shall be construed accordingly ;

https://www.sebi.gov.in/enforcement/informal-guidance/nov-2025/in-the-matter-of-welspun-corp-limited-under-sebi-prohibition-of-insider-trading-regulations-2015-_97595.html

 ut res magis valeat quam pereat (the thing may rather have effect than be destroyed)

 Maxwell on the Interpretation of Statutes, 12th edn, page 282 and Oriental Insurance Co. Ltd. v. Hansrajbhai v. Kodala [2000] 105 Comp Cas 743 (SC); 001 AIR SCW 1602;AIR 2001 SC 1832

 Khub Chand v. State of Rajasthan AIR 1967 SC 1074; Lalita Kumari v State of U. P. AIR 2014 SC 187.

 SEC vs First City Financial Corp. Ltd 890 F.2d  1215,  1230  (D.C.Cir.1989 – Disgorgement primarily serves to prevent unjust enrichment.  

 “trading” means and includes subscribing, redeeming, switching, buying, selling, dealing, or agreeing to subscribe,redeem, switch, buy, sell, deal in any securities, and “trade” shall be construed accordingly ;

https://www.sebi.gov.in/enforcement/clarifications-on-insider-trading/dec-2024/comprehensive-faqs-on-sebi-pit-regulations-2015_90403.html

https://www.sebi.gov.in/enforcement/informal-guidance/nov-2025/in-the-matter-of-welspun-corp-limited-under-sebi-prohibition-of-insider-trading-regulations-2015-_97595.html

 “compliance officer” means any senior officer, designated so and reporting to the board of directors or head of the organization in case board is not there, who is financially literate and is capable of appreciating requirements for legal and regulatory compliance under these regulations and who shall be responsible for compliance of policies, procedures, maintenance of records, monitoring adherence to the rules for the preservation of unpublished price sensitive information, monitoring of trades and the implementation of the codes specified in these regulations under the overall supervision of the board of directors of the listed company or the head of an organization, as the case may be.

The post Contra trade – can non-compliance/ deviation be pardoned by Compliance Officer? first appeared on MMJC.

Question 1.

Whether the following sequences of transactions if executed within six months would constitute contra trades under Schedule B of the SEBI (PIT) Regulations, 2015?

Answer:

Question 2.

Consider the following sequence of events:

A Designated Person had previously purchased 100 shares on the open market more than six months ago.

After the expiry of that six-month period, the person received an ESOP allotment, and those ESOP shares were subsequently pledged and un-pledged.

Now, within six months from the ESOP allotment, the person proposes to sell the earlier 100 market-purchased shares (not the ESOP shares).

In this situation, would the sale of the 100 market-purchased shares amount to a contra trade under the PIT Regulations, even though the ESOP shares were allotted, pledged, and un-pledged during this period?

Answer:

The DP’s purchase of 100 shares occurred more than six months ago, so the mandatory six-month period for that leg has already elapsed.

The pledge and un-pledge of ESOP shares do not result in change of beneficial ownership and therefore do not trigger contra-trade restrictions.

Accordingly, selling the earlier 100 market-purchased shares within six months of the ESOP allotment/pledge/un-pledge will not be considered a contra trade.

Question 3.

A promoter sold 1000 shares on April 01, 2025, in open market, later he acquires 100 shares on May 01, 2025 and 100 shares on June 01, 2025. Is this contra once or twice?

Answer:

Contra trade restrictions are applicable on date wise.[3] Promoter has sold shares on April 01, 2025, the person cannot take a reverse position for a period of 6 months from last leg of buy transaction.

Accordingly, the purchases dated May 01, 2025, and June 01, 2025 each independently amount to two separate contra trades in relation to the sale executed on April 01, 2025.

Question 4. 

A designated person was allotted 100 shares pursuant to the allotment of rights issue dated June 01, 2025. Later, on July 20, 2025, he was allotted 100 shares pursuant to exercise of ESOP. He intends to sell shares in open market on November 01, 2025. Can he do so?

Answer:

If the initial transaction is an acquisition by way of Rights issue, Follow-on Public Offer (FPO), Offer for Sale (OFS), Bonus issue, Share Split, Merger/Amalgamation, Demerger, then subsequent disposal of securities within 6 months from the date of initial transaction would be considered as a contra trade. Similarly, if the securities are disposed through Buy-back or Open offer, then subsequent acquisition of securities within 6 months from the date of initial transaction would be considered as a contra trade. [4]

Exercise of ESOP is not considered as trade. However, Allotment of securities by way of rights issue is a trade (Acquisition). Subsequent disposal/ sell in open market would amount to contra trade.

Question 5.

If a promoter sells shares in the open market and then, within six months, buys shares from another promoter through an inter-se transfer on the stock exchange, does this violate the PIT Regulations?

Further, if the same promoter, then wants to sell those acquired shares again in the open market within six months of the inter-se transfer, will this amount to a contra trade violation?[5]

Answer:

In case of a promoter who earlier sold shares in the open market and then buys shares from another promoter on the stock exchange by way of inter se transfer within six months, it will amount to contra trade as the defence available is for off-market inter-se transfers under the proviso to Regulation 4(1)(i).

Question 6.

If a promoter–director (Mr. P) holds shares in the company under multiple capacities:[6]

(i) his personal PAN,

(ii) as a trustee for his family,

(iii) as a trustee for other beneficiaries, and

(iv) as an executor of wills

then:

• Will he be treated as a designated person only for the shares held in his personal capacity, or for shares held in all capacities?
• If he is treated as a designated person for all capacities, will contra-trade restrictions apply collectively to all such holdings under his PAN?

Example: If he sells shares as an executor, is he barred from buying shares in his personal capacity within six months?

• Do contra-trade restrictions apply to shares held in a trust where Mr. P is not the PAN holder, but other trustees hold the shares?

Answer:

Regulation 9 (4) of the PIT Regulations, inter alia, specifies the persons to be identified as ‘designated person’ on the basis of role and function in the organization and the access that such role and function would provide to the unpublished price sensitive information (UPSI).

The term ‘designated person’ is wide enough to include any person having such role and function in the organization which would provide access to UPSI to such person in the opinion of the board of directors after consultation with the compliance officer. So Mr. P would be identified as a designated person by virtue of his role and access to UPSI.

Once a person is classified as a designated person the contra-trade restrictions under Clause 10 of Schedule B apply to all shares held under his PAN, regardless of the capacity in which he trades.

Hence in case of Mr P all securities held under his PAN, whether held:

• in his personal capacity,
• as a trustee for family members,
• as a trustee for other beneficiaries, or
• as an executor of wills,

buying and selling of same within six months would amount to contra trade.

Question 7.

A company listed on BSE, has issued warrants to its Promoters / Promoter Group. As part of a succession planning exercise, the Promoter Group now intends to move their entire shareholding both existing shares and shares that will arise on warrant conversion into their respective family trusts (“Transferee Trusts”).

The proposed steps are:

(a) converting the outstanding warrants into equity shares, and

(b) transferring shares off-market by way of gift among certain promoter family members so that the holdings are consolidated with Promoter X and Promoter Y.

In this context, Promoter Y seeks clarification on two points:

• If promoters receive shares on conversion of warrants, and then transfer those shares off-market to other promoters within six months, will this violate the contra-trade restrictions under the PIT Regulations?

• If promoters acquire shares from other promoters (either through off-market transfers or block deals), can they transfer those shares to their family trusts within six months, or would this be treated as a contra-trade violation?[7]

Answer:

First, when the promoters convert warrants into equity shares, that is treated as an acquisition (buy leg).

If they sell or transfer those shares (whether by inter-se off-market transfer or block deal) within six months of such conversion, this may amount to a contra trade, because it is an opposite transaction (sell) within six months of a buy.

Similarly, if promoters or members of the promoter group acquire shares through inter-se off-market transfers or block deals from other promoters, and then transfer those shares to acquirer/family trusts within six months, this may also attract contra-trade restrictions under the PIT Regulations.

Question 8.

Are PIT Regulations applicable on transmission of shares?

Answer:

Yes, PIT Regulations are applicable on transmission of shares. However, they are exempted from provisions of trading window closure, pre-clearance and contra trade, but the norms relating to disclosure requirements shall be applicable on transmission of Shares

Question 9.

Are contra trade restrictions applicable to trades executed under trading plan?

Answer:

Yes, contra trade restrictions are applicable in case of trading plan. Contra trade restrictions are also applicable to trades executed under two separate trading plans.[8]

Question 10.

Mr. A holds 1,50,000 equity shares of XYZ Ltd. in one Demat Account. He internally transfers 50,000 shares to Demat Account 2, both accounts being held under the same PAN and same beneficial ownership[9].

Answer:

A transfer between two Demat accounts held by the same individual with the same PAN does not amount to a change in beneficial ownership. It will not be treated as trading and disclosure requirement will not be applicable.

Question 11.

5,000 shares were allotted to Mr. V on November 18, 2025, pursuant to the exercise of ESOPs. Mr. V sold 500 ESOP-acquired shares on November 21, 2025. His father (an “immediate relative” as defined under the PIT Regulations) now wishes to purchase a few shares from the open market on November 27, 2025. Will this amount to a contra trade?

Answer:

Exercise of ESOPs is not regarded as a “trade” under the PIT Regulations, as clarified by SEBI through multiple Informal Guidance letters and FAQs. The subsequent sale of ESOP-acquired shares is, however, a “trade”, but it is not treated as a contra trade to the event of exercise of ESOP.

In this case, once Mr. V has sold 500 shares on November 21, 2025, any acquisition of shares by Mr. V or his immediate relative (his father) within six months of that sale will constitute a contra trade, since the contra period applies collectively for designated persons and their immediate relatives.

Question 12.

On November 11, 2025, Mr. P (designated person) acquired 500 shares. Whether sale of 500 shares by his wife who is not financially dependent on Mr. P will amount to contra trade?

Answer:

The definition of states that, “immediate relative” means a spouse of a person, …

Spouse of a person is deemed to be immediate relative irrespective of financial dependency or trading-decision influence.

Hence, sale of 500 shares by wife of Mr. P will amount to contra trade.

Question 13.

On November 11, 2025, Mr. P (designated person) acquired 500 shares. Whether sale of 500 shares by his father who is not financially dependent on Mr. P will amount to contra trade?

Answer:

The definition of states that, (f) “immediate relative” means a spouse of a person, and includes parent, sibling, and child of such person or of the spouse, any of whom is either dependent financially on such person, or consults such person in taking decisions relating to trading in securities; Spouse of a person is deemed to be immediate relative irrespective of financial dependency or trading-decision influence.

In case of parent, sibling and child financial dependency or trading-decision influence are essential elements.

Hence, sale of 500 shares by father of Mr. P will not amount to contra trade as his father is not immediate relative and not governed by code of conduct under PIT Regulations.

Question 14.

One individual promoter sells shares in June. Another individual member of the promoter group (but a different individual) wants to buy shares in August. Are contra trade restrictions applied to the promoter group collectively or only promoter-wise individually?

Answer:

As per the provisions of regulation 9 of the PIT Regulations and clause 3 of Schedule B to the PIT Regulations, the contra trade restrictions apply to trades made by promoters individually and not the entire promoter group. [10] Hence, taking SEBI’s view in the matter of Raghav Commercial Ltd. the restriction shall apply to each promoter individually. Hence contra trade restrictions would not be applicable

Question 15.

Two subsidiaries, Subsidiary X and Subsidiary Y, are both part of the same promoter group and fully controlled by the same parent. Subsidiary X buys shares of the listed company in January. Subsidiary Y wants to sell shares in March. Will the sale by Subsidiary Y be treated as a contra trade, given that both entities are under common control?[1]

Answer:

SEBI has given an informal guidance for a similar situation. In the matter of Rama Mines (Mauritius) Ltd. SEBI has stated that “when both subsidiary companies are ultimately controlled by the same parent entity, provision of contra trade restrictions shall apply. Hence in the given case Rama Mines (Mauritius) Ltd. (RMML) and Australian Indian Resources Ltd. (AIRL) are jointly controlled., if AIRL has purchased the shares… then restriction on contra trades shall apply to AIRL as well as RMML.” In simpler terms, the combined actions of entities or persons under a common control are treated together for the purpose of applying contra trade restrictions

Question 16.

Mr. A, an employee of XYZ Limited (a listed company), has been freely trading in the shares of XYZ as a normal employee.

On March 10, 2025, when he is not a Designated Person, he buys 1,000 shares of XYZ Limited.

With effect from June 01, 2025, Mr. A is identified as a Designated Person under the company’s Code of Conduct framed under Regulation 9 and Clause 10 of Schedule B of the SEBI (PIT) Regulations, 2015.

On July 02, 2025, Mr. A sells 1,000 shares of XYZ Limited.

Answer:

No, the sale on July 02, 2025, should not be treated as a contra trade to the buy on March 10, 2025, because the March trade was executed when Mr. A was not a Designated Person.

As per Clause 10 of Schedule B read with Regulation 9 of the SEBI (PIT) Regulations, the 6-month contra-trade restriction applies to Designated Persons.

SEBI in the matter of Marksans Pharma Limited[1] has noted that,

“I note that the restriction on executing contra trades becomes applicable when any person  becomes a Designated Person, as per the Code of Conduct of the company..

Since Noticee No. 1 became a Designated Person w.e.f. May 30, 2015, after the first Buy trade on 10/06/2015 for 100 shares, Noticee No. 1 could not have sold shares within a period of 6 months after this date..

.. However, any holding of the designated person prior to becoming the designated person would also need to be sold by him in a way that does not breach the contra trade norms after  he became the designated  person..” In simple way the trades executed before a person becomes a Designated Person should be excluded from contra-trade computation, though any holdings acquired prior to designation must thereafter be dealt with in a manner that does not breach the contra-trade norms going forward.

Question 17.

Mr. A, a Designated Person of XYZ Limited, executes multiple contra trades during the quarter. His trades result in a gross profit of ₹32,80,000, but after adjusting certain losses on other trades during the same period, his net profit comes to only ₹18,40,000.

Mr. A offers to disgorge only the net profit, claiming that losses should be set off against gains.

For the purpose of disgorgement of profits arising from contra trades under the PIT Regulations, should Mr. A be required to remit gross profit or net profit?

Answer:

Under Clause 10 of Schedule B to the SEBI (PIT) Regulations, the obligation to disgorge profits from contra trades refers to “profits from such trade”. In the matter of Swan Energy Limited[1], where SEBI directed the designated person to disgorge the entire gross profit of ₹30,25,133 arising from contra trades, despite the noticee having initially deposited only the net/actual gain. SEBI expressly required that the gross profit amount be remitted to the SEBI-IPEF

Question 18.

Can a Designated Person create a pledge on shares of the company during trading window closure?

Answer:

Yes, a Designated Person may create a pledge on shares during trading window closure, provided the pledge is for a bona fide purpose, such as raising funds, and is subject to pre-clearance by the Compliance Officer and compliance with applicable SEBI regulations.

SEBI has clarified that trading window restrictions under Clause 4(3)(a) of Schedule B to the PIT Regulations do not apply to pledge of shares for bona fide purposes, such as raising funds.[1]

Question 19.

Answer:

Clause 4(3)(a) of Schedule B provides that trading window restriction do not apply to pledge of shares if done for bonafide purpose such as raising of funds. ‘Such as’ is inclusive and illustrative, and not exhaustive or exclusive as stated by SEBI in Informal guidance Avenue Supermarts. While pledge of shares for raising of funds is expressly exempted from trading window restrictions, PIT do not provide for list of all bona fide purposes.

Such purposes are not automatically approved. They may be considered bona fide depending on facts and supporting documents.

The Compliance Officer should evaluate each request on a case-to-case basis and may grant pre-clearance only if the purpose appears genuine, documented, and not in violation of PIT Regulations.

Identification of bonafide transactions may be done as per classification provided in code of conduct formed to regulate, monitor and report trading by DPs. Provided that such classification is not in violation of the PIT Regulations and such other SEBI regulations, if applicable.

Question 20.

Answer:

Invocation of pledge results in change in beneficial ownership and may be considered akin to sale of shares. However, SEBI clarified that invocation of pledge by itself may not be construed as contra trade, provided the Designated Person has not undertaken any acquisition of shares, other than by way of ESOP exercise, within six months prior to or subsequent to invocation.

Therefore, the contra trade analysis will depend on the nature of transactions undertaken within the six-month period before or after invocation.[1]

[1] SEBI | Informal Guidance by way of an Interpretive Letter under the Securities and Exchange Board of India (Informal Guidance) Scheme, 2025 received from Avenue Supermarts Limited in relation to the provisions of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015

[1] SEBI | Informal Guidance by way of an Interpretive Letter under the Securities and Exchange Board of India (Informal Guidance) Scheme, 2025 received from Avenue Supermarts Limited in relation to the provisions of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015

[1] https://www.sebi.gov.in/enforcement/informal-guidance/nov-2025/in-the-matter-of-welspun-corp-limited-under-sebi-prohibition-of-insider-trading-regulations-2015-_97595.html

[2] https://www.sebi.gov.in/enforcement/informal-guidance/jan-2016/informal-guidance-issued-in-the-matter-of-kpit_31577.html

SEBI FAQ dated December 31, 2024- https://www.sebi.gov.in/sebi_data/faqfiles/apr-2025/1744784643061.pdf

[3] Question 43- SEBI FAQ dated December 31, 2024- https://www.sebi.gov.in/sebi_data/faqfiles/apr-2025/1744784643061.pdf

[4] Question 40- SEBI FAQ dated December 31, 2024- https://www.sebi.gov.in/sebi_data/faqfiles/apr-2025/1744784643061.pdf

[5] SEBI | Informal Guidance in the matter of Star Cement Ltd

[6] SEBI | Informal Guidance in the matter of Arvind Ltd. under SEBI (Prohibition of Insider Trading) Regulations, 2015

[7] https://www.sebi.gov.in/enforcement/informal-guidance/feb-2020/in-the-matter-of-nimish-upendrabhai-patel-under-sebi-substantial-acquisition-of-shares-and-takeovers-regulations-2011-sebi-prohibition-of-insider-trading-regulations-2015-and-sebi-issue-of-ca-_45888.html

[8] Question 16G- SEBI FAQ dated December 31, 2024- https://www.sebi.gov.in/sebi_data/faqfiles/apr-2025/1744784643061.pdf

[9] SEBI AO in the matter of NS Agarwal Trading Corporation dt: December 24, 2021, page 23, point 17

[10] SEBI | In the matter of Raghav Commercial Limited under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and SEBI (Prohibition of Insider Trading) Regulations, 201

[12] https://www.sebi.gov.in/enforcement/orders/mar-2021/order-in-the-matter-of-marksans-pharma-limited-_49413.html

[13] https://www.sebi.gov.in/enforcement/orders/sep-2025/adjudication-order-in-the-matter-of-insider-trading-activity-of-certain-entities-in-the-scrip-of-ms-swan-energy-limited_96970.html

The post Compilation of FAQs on Contra Trade Under Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations 2015 first appeared on MMJC.

SEBI has increasingly emphasized strict enforcement of the Prohibition of Insider Trading (PIT) Regulations, especially concerning “contra trade” provisions. In a recent informal guidance sought by Century Plyboards (India) Limited [‘Century’], opinion was sought from SEBI on the application of contra trade restrictions when both a designated person and their immediate relative carried out reverse trades in a short span of six months?

As per the facts presented to SEBI, promoter and a designated person of Century, Mr. Sajjan Bhajanka, had acquired shares of the company on November 21, 2024. Shortly afterwards, Mr. Sajjan Bhajanka intended to gift shares on December 10, 2024, to his daughter (an immediate relative and member of the promoter group), via an off-market transfer. Further, the other daughter of Mr Sajjan Bhajanka intended to sell shares in the open market on December 20, 2024.

Opinion was sought from SEBI as to whether these transactions undertaken within a span of six months by Promoter and his immediate relatives would attract contra trade restrictions as per SEBI (PIT) Regulations?

Whether buy and sell of shares by immediate relatives and members forming part of promoter group would attract contra trade provisions?

SEBI opined that contra trade restrictions apply not just to the designated person but also to their immediate relatives collectively. Clause 3 read with clause 10 of Schedule B of PIT Regulations states that the designated persons and their immediate relatives are governed by an internal code of conduct inter alia specifying the contra trade restrictions for a period not less than six months. Further SEBI FAQs on SEBI (PIT) Regulations clarified that the contra trade restrictions are applicable to designated person and their immediate relatives collectively. SEBI emphasized that if any such opposite transactions (buy followed by sell, or vice versa) are executed by a designated person or their immediate relatives within six months, they fall under contra trade prohibitions[1]. If the company’s internal compliance officer is empowered, they may relax these restrictions in special cases, provided it does not violate the spirit of the regulations.

Determination of contra trade PAN wise or an entity wise?

SEBI has opined on applicability of contra trade provisions to designated persons prior to this in two informal guidance viz. Arvind Ltd and Raghav Commercial Ltd.  

• SEBI’s view on applicability of contra trade provisions in case of Arvind Ltd: In this case (facts of the case) Arvind Limited, a listed company on BSE and NSE, sought informal guidance from SEBI regarding the application of contra-trade restrictions under Clause 10 of Schedule B of the SEBI (Prohibition of Insider Trading) Regulations, 2015 (PIT Regulations). One of its promoters, Mr. P, holds shares of Arvind Ltd. under his PAN in multiple capacities: as an individual, as a trustee for his family, as a trustee for other beneficiaries, and as executor of various wills.

Question posed to SEBI was, “whether Mr. P would be considered a designated person for all such capacities and if contra-trade restrictions would apply collectively or individually across these holdings. Additionally, Arvind Ltd. asked if these restrictions would extend to shares held by co-trustees under a different PAN.”

SEBI opined that contra trade restrictions shall apply to all shares held by a designated person under the same PAN, irrespective of the different capacities (such as individual, trustee, or executor) in which those shares are held. This means that if a designated person sells shares held in one capacity under their PAN, they would be restricted from buying shares in another capacity under the same PAN. By logical extension, however, shares held under different PANs, such as those held by co-trustees or other persons acting in different capacities, would not collectively trigger contra trade restrictions. Each PAN is treated as a separate entity for applying contra trade provisions, so trading activities under different PANs should be considered independently. This interpretation aligns with SEBI’s distinction that contra trade restrictions are PAN-based and do not aggregate shares across different PANs, even if held for related parties or under different capacities.

• SEBI’s view on applicability of contra trade provisions in case of Raghav Commercial Ltd:

In this case  R. S. Software (India) Ltd. established the ‘R S Software Employee Welfare Trust’ in September 2012 to provide employee benefits such as medical facilities, scholarships, housing, and performance rewards. The Trust acquired 11,48,640 equity shares, representing 4.47% of the company’s total shareholding, between October 2012 and January 2013. Under regulation 3(12) of the SEBI (Share Based Employee Benefit) Regulations, 2014, the Trust was required to sell its share inventory on recognized stock exchanges by October 2019, within five years of the regulation’s notification. Promoters, the promoter group, executive directors, and independent directors of the company expressed interest in acquiring these shares from the Employee Trust via a stock market transaction. At the time, the promoters and directors held the following equity stakes: Rajnit Rai Jain (39.04%), Sarita Jain (1.43%), Rajasekhar Ramaraj (0.27%), and Richard Launder (0.19%).SEBI-IG-letter.pdf_p.pdf.pdf

Question posed to SEBI was “Whether the provision of contra-trade applies to trades made by an individual Promoter or whether the entire Promoter & Promoter Group is considered for the same. For example, if a single Promoter has executed a trade (RSWM Limited in this case), then whether the restrictions on contra trade apply to it separately or will it apply to the entire Promoter & Promoter Group.?”

To which SEBI Replied, “Consequent to the provisions of Regulation 9 of the PIT Regulations and Clause 3 of Schedule B to the PIT Regulations, the contra trade restrictions apply to trades made by promoters individually and not to the entire promoter group.” This means the contra trade provisions are considered on an individual promoter basis.

• SEB’s view on applicability of contra trade provisions in case of Deccan Gold Mines Ltd:

In this case Rama Mines (Mauritius) Ltd. (RMML) and Australian Indian Resources Ltd. (AIRL) are identified promoters of Deccan Gold Mines Ltd. (DGML), a company incorporated under the Companies Act, 1956, with shares listed on BSE. Yandal Investments Pty. Ltd. (YIPL) holds 48.98% of RMML and 22.45% of AIRL, while Halcyon Investments Ltd. (HIL) holds 24.75% of RMML and 30.88% of AIRL. AIRL was allotted shares of DGML on March 2, 2023, which are subject to a lock-in period of 18 months. RMML intends to sell DGML shares on the stock exchange. Both RMML and AIRL are corporate entities that share common promoter shareholders (HIL and YIPL), which have majority holdings in both entities, indicating their control by the same corporate promoters. The scenario was presented to SEBI for informal guidance regarding application of trading restrictions under the SEBI (Prohibition of Insider Trading) Regulations, 2015.

Question posed to SEBI was, “If two subsidiary companies (both part of the same promoter group and ultimately controlled by the same parent entity) undertook trades in opposite directions within six months, would that be a contra trade?” SEBI answered that, “since both subsidiary companies are ultimately controlled by the same parent entity, provision of contra trade restrictions shall apply to RMML and AIRL jointly i.e., if AIRL has purchased the shares… then restriction on contra trades shall apply to AIRL as well as RMML.” In simpler terms, the combined actions of entities or persons under a common control are treated together for the purpose of applying contra trade restrictions.

SEBI’s view on contra trade restrictions has seen a gradual shift from being PAN based restriction to being restriction based on PAN of immediate relatives.

Practical Impact and Challenges in implementing contra trade restrictions for immediate relatives and designated person.

The broader implications of this stand are significant:

• Cross-PAN Monitoring: For every trade executed by a designated person, companies must now diligently monitor trades by immediate relatives as well, even if under different PANs.
• Wider Responsibility: If a contra trade is triggered by an immediate relative’s action, the designated person may still be held liable under the code of conduct.
• Confusion in Disgorgement/Penalty: When a violation occurs due to an immediate relative, questions arise: Who pays the penalty or disgorges profits, the designated person, the relative, or both?

Conclusion

SEBI’s recent informal guidance, supported by specific FAQs, has removed ambiguity regarding contra trades. Now, any opposite trades (buy/sell or sell/buy) by a designated person and their immediate relatives within six months, whether through direct purchase, sales, or even gifts, are regarded as contra and could lead to regulatory action or penalties. To sum up, both professionals in governance and designated persons, including their family members, must be alert: every trade you or your immediate relatives make in the company’s shares may be under scrutiny for contra trade restrictions, regardless of whether the transactions are under different accounts or made independently. Corporate compliance officers are advised to educate employees and families about these rules and enhance surveillance to ensure collective compliance and avoid penalties

[1] Clause 10 of Schedule B under Regulation 9 of PIT Regulations: “The code of conduct shall specify the period, which in any event shall not be less than six months, within which a designated person who is permitted to trade shall not execute a contra trade…”

SEBI’s Comprehensive FAQs (Page 19-21, Section H, “Contra-trade”):
“Any buy/sell trade, undertaken by a Designated Person (DP) and their immediate relatives, within 6 months of an earlier sell/buy trade, respectively, where both the trades have been done in open market, will be tantamount to contra trade.”

The FAQ further explains: “Clause 3 of Schedule B and Schedule C specifies designated persons and immediate relatives of designated persons in the organisation shall be governed by an internal code of conduct governing dealing in securities. Hence, contra-trade restrictions (as mentioned in code of conduct) would be applicable to designated person and their immediate relatives collectively.”

The post Understanding Contra Trade under SEBI’s PIT Regulations: Insights from Recent Informal Guidance first appeared on MMJC.

Introduction:

Principle 4 of SEBI (Prohibition of Insider Trading) Regulations, 2015 (PIT Regulations), provides for prompt dissemination of unpublished price sensitive information on selective or inadvertent disclosure. Principle 1 of schedule A states that no information shall be disclosed only once concrete and credible information comes into being.

This article analyses interplay between Principle 4 over Principle 1 of the PIT Regulations.

 To analyse this we need to answer following questions:

• If there is inadvertent leak of UPSI then whether disclosure of same by listed company is required to be done under principle 4 of Schedule A of PIT?

Principle 1 and Principle 4 of Schedule A of PIT Regulations provide for different scenarios. Principle 1 talks about dissemination of UPSI as soon as it becomes concrete and credible. Principle 4 provides for action to be taken on the part of listed entity whenever there is a leak of UPSI. 

Principle 4 mandates that whenever there is inadvertent leak of UPSI, prompt disclosure in this regard is required to be given. A key distinction between the two principles is that Principle 1 stipulates disclosure of UPSI only at the concrete and credible stage, whereas Principle 4 requires immediate disclosure of any selectively or inadvertently leaked UPSI, irrespective of its development phase.

Hon’ble SAT in this regard has held that, “In our view, selective leakage of the information, howsoever accurate or otherwise or complete or in bits and pieces, does not discharge the company from its responsibility of making prompt disclosure to make it generally available, more so when such information has been classified by company as UPSI. Till the information is disclosed by the company, it remains unauthenticated.”  

Hence it is clear that once listed company has identified an information as UPSI, and there is a leak of that UPSI, at any stage till UPSI becomes concrete and credible, or on it becoming concrete and credible (but before formal disclosure happens) prompt disclosure needs to be made making information generally available.

• The next question that arises is if disclosure under principle 4 of schedule A of PIT Regulations is given whether company would still be required to disclose details of event or information as per regulation 30(11) of LODR (revised)?

Regulation 30(11) read with SEBI notified Industry Standards on Rumour Verification [‘ISF RV’] rumour verification shall be done by top 250 listed entities in accordance with principles and format laid down in ISF RV. Further ISF RV standards at Part B specify the language that shall be used by top 250 listed entities for confirming, denying or clarifying market rumours.

ISF RV inter-alia provides that where there is an impending merger & amalgamation transaction viz, concerning acquisition of sale of undertaking including share of shareholding in another company or scheme of arrangement etc., at a preparatory stage (viz. signing of NDA or non-binding term sheet etc.) or at an advanced stage (viz. binding term sheet is signed or all material commercial terms have been agreed between the parties etc.) and there is rumour in the market regarding same, then top 250 listed entities will have to confirm, deny or clarify.

Now if the impending merger & amalgamation transaction is also an UPSI, in accordance with PIT Regulations, then listed entities will have to make a prompt disclosure in accordance with PIT Regulations also.

While confirming, or clarifying rumours under reg 30(11) of SEBI LODR, top 250 listed entities will have to disclose in the format specified ISF RV. Further prompt disclosure of UPSI pursuant to leak of UPSI under principle 4 of PIT Regulations and disclosure as per ISF RV framework listed entities may be guided by the language used in ISF RV standards.

So listed entity will confirm or clarify the rumour as per ISF RV also mentioning that this disclosure is also in accordance with PIT Regulations.

Conclusion:

The evolving regulatory landscape, as clarified by the recent SAT pronouncements and reinforced by SEBI’s ISF Rumour Verification standards, unequivocally places a higher onus on listed entities to act decisively in the face of leaks or market rumours involving UPSI. No longer can companies wait for information to become concrete and credible; the responsibility to disseminate UPSI arises the moment any element escapes into the public domain, regardless of its form or completeness. Principle 4 of Schedule A, therefore, assumes central importance, mandating swift, transparent disclosure to restore parity and uphold the fundamental spirit of the PIT Regulations.

The post The Disclosure Dilemma: Interplay between Principles under the PIT Regulations first appeared on MMJC.

General Understanding and Scope:

• Automated trading window closure is applicable to whom? SEBI Circular dt: April 21, 2025 on automated trading window closure is applicable to all Entities having their equity securities or securities convertible into equity shares listed on a recognized stock exchange. Listed entities would not include Infrastructure Investment Trust, Real Estate Investment Trust, and debt listed entities[1].

• Is compliance officer still responsible for tracking trades of immediate relatives of designated person? Yes, compliance officer is still responsible for tracking of trades of designated persons and their immediate relatives for certain period. PAN freezing of designated persons and their immediate relatives for the purpose of automated trading window closure at ISIN level is required to be done on the designated depository portal at the end of the quarter. This PAN freezing begins from viz. July 1, Oct 1, Jan 1 and April 1. Listed companies may have to close trading window prior to this for the purpose of preparing of financials. For the period of closure of trading window by listed entity internally till PAN freezing of designated persons by depositories, tracking of trades would have to be done by compliance officer

Implementation and Compliance:

• How will the automated trading window closure for immediate relative work? Once a designated person declares the PAN of their immediate relatives to the listed entity, these PANs will be uploaded on the designated depository portal by listed entity. Listed entity would then fix date of the board meeting and update the start date and end date of trading window closure in the system. Upon this PAN would be automatically frozen by the depositories and stock exchanges during the trading window closure period for the securities of listed company.
• What information do listed entities need to provide for this automation? Listed entities are required to submit accurate and timely information  relating to PAN of designated persons, their immediate relatives, and trading window closure dates to the designated depository.
• What are the key timelines for implementation? The implementation of automated trading window closure would become applicable in a phased manner:
  • Top 500 companies based on BSE market cap-italization as of March 31, 2025, listed on BSE, NSE and MSEI: July 1, 2025.
  • All the remaining companies listed on BSE, NSE, and MSEI, as well as companies that get listed on stock exchanges after the issuance of this circular : October 1, 2025.
• What are the responsibilities of Designated Persons [‘DP’]under the new framework? DPs must accurately declare and keep updated the PAN details of their Immediate Relatives with the listed entity. They should also be aware of the trading window closure periods.
• What is the precise mechanism for “PAN-based trading freeze at the security level” for immediate relatives? Under PAN based freezing at security level for immediate relatives, securities linked to ISIN would be freezed in all demat accounts linked to that PAN. So if an individual is holding shares of ABC Ltd and he is DP for ABC Ltd then his PAN would be freezed for ISIN of equity shares of ABC Ltd. Even if he does not hold shares of ABC Ltd, his PAN would be freezed for ISIN of equity shares of ABC Ltd thereby disallowing him from dealing in shares of ABC Ltd.

Exceptions and Scenarios:

• Are there any exemptions to the trading window closure for immediate relatives? The circular primarily focuses on automated closure for financial results. General defense under regulation 4 of SEBI PIT Regulations for trading window closures, such as trades pursuant to a pre-approved trading plan, off-market inter-se transfers between insiders (with specific conditions), or exercise of ESOPs (but not the sale of shares acquired through ESOPs), may still apply. However, the automated freezing mechanism might necessitate further clarity on how these exceptions are handled systemically.
• If during trading window, issuer (listed entity) removed DP from the list due to cessation. Do they need to again delete from Trading Window tab as well, if yes, request you to please link this will addition deletion column? Issuer can delete name of DP from the list, but it will not be removed from trading window closure period. Issuers need to give exemption period for the same to that DP or else it will be unfrozen after the trading window period ends. The same process would be applicable to immediate relatives of DP also[1].
• If a new DP joins during trading window closure period then PAN freezing for DP and his immediate relative would start from? If any new person joins, PAN freezing for DP and his immediate relatives will start two days after DP and his immediate relative PAN is entered in system driven disclosure database of designated depositories. All data for automated freezing would be taken from system driven disclosure data in designated depositories.
• Can listed entity update addition of DP and / or his immediate relative in during trading window closure period? Yes, listed entity can update addition of DP and / or his immediate relative in depositories system during trading window closure period. But the freeze date will be accepted on T-2 basis from the date of addition[2]
• Can an immediate relative trade during the closure period if they received pre-clearance earlier? No. Any pre-clearance obtained when the trading window was open becomes invalid once the trading window is closed. The automated freeze will override any prior approvals[3].
• What about “immediate relatives” residing abroad, where PAN may not be applicable?
  • In case PAN is not required to be taken by immediate relative of designated persons then demat account details needs to be given for these immediate relatives.
  • If a designated person does not have PAN or a Demat account number, then such a person cannot trade in the Indian securities market. Hence, system driven disclosures will not trigger for such a person[4].
• How will “notional” trading window closures (i.e., not triggered by system for financial results) be handled for immediate relatives? The circular specifically addresses automation for financial results. For other UPSI that may trigger a trading window closure but is not yet covered by the automated system, the responsibility to restrict trading by immediate relatives would likely continue to rest with the Designated Person and the Compliance Officer, similar to the pre-circular scenario for immediate relatives.

FAQs released by BSE on June 20^th 

• If PAN already exists in any other Category, can it be migrated or transferred to Category of immediate relative? Yes, the PAN can be added by deleting/modifying to the immediate relative category.

Our FAQs on PAN freezing for designated persons are also available at the below link:

SEBI circular on automated PAN freezing for immediate relatives is accessible at below link:https://www.sebi.gov.in/legal/circulars/apr-2025/trading-window-closure-period-under-clause-4-of-schedule-b-read-with-regulation-9-of-securities-and-exchange-board-of-india-prohibition-of-insider-trading-regulations-2015-pit-regulations-ext-_93504.html

SEBI circular on automated PAN freezing for immediate relatives is accessible at below link:

https://www.sebi.gov.in/legal/circulars/apr-2025/trading-window-closure-period-under-clause-4-of-schedule-b-read-with-regulation-9-of-securities-and-exchange-board-of-india-prohibition-of-insider-trading-regulations-2015-pit-regulations-ext-_93504.html

BSE circular on FAQs on Inclusion of Immediate Relatives in Trading Window closure under SEBI (PIT) Regulations, 2015 is accessible at below link:

https://www.bseindia.com/markets/MarketInfo/DispNewNoticesCirculars.aspx?page=20250620-41

[1] https://nsearchives.nseindia.com//web/sites/default/files/inline-files/NSE_Circular_28032024_5.pdf

[2] ibid

[3] FAQ no. 29 SEBI FAQ dt: December 31, 2024

[4] https://nsearchives.nseindia.com//web/sites/default/files/inline-files/NSE_Circular_28032024_5.pdf

[5] https://nsearchives.nseindia.com//web/sites/default/files/inline-files/NSE_Circular_28032024_5.pdf

The post Automated Trading Window Closure for Immediate Relatives of Designated Persons first appeared on MMJC.