Assurance Gazette – April 2025 Edition

Welcome to the Assurance Gazette for April 2025. This edition dives into the latest amendments to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, introduced on March 27, 2025. These changes mark a significant step in strengthening corporate governance, enhancing transparency, and ensuring robust regulatory compliance. By analysing key revisions, their implications, and best practices for implementation, this edition aims to equip stakeholders with the insights needed to navigate the evolving regulatory landscape. Also, we are pleased to bring you the Expert Advisory Committee’s opinion in this edition on an important and nuanced matter: Erroneously Recognised Interest Income from Fixed Deposits Created from Surplus Funds in Prior Periods under the AS Framework. The opinion addresses a common yet critical issue encountered in financial reporting — the misclassification of interest income that should have been credited to corpus funds. The recommended rectification not only ensures accurate classification but also reinforces the principles of transparency and accountability in financial statements. This edition also explores the IRDAI (Actuarial, Finance, and Investment Functions) Regulations, 2024 (“Regulation 2024”), with a focus on simplifying its implications for the health insurance sector.

SEBI LODR Amendments in Corporate Governance for a Listed Entity which has listed its Non- Convertible Debt Securities

Introduction

The recent amendments to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, introduced on March 27, 2025, signify a crucial step towards enhancing corporate governance, strengthening disclosure norms, and investor protection. These changes reflect SEBI’s commitment to fostering transparency and ensuring that listed entities uphold the highest standards of compliance and accountability.

Nangia’s take

The SEBI (LODR) Amendments of March 27, 2025, mark a significant shift in corporate governance, particularly for High Value Debt Listed Entities (HVDLEs). The introduction of Chapter VA strengthens board composition, compliance mandates, and related party transaction governance, ensuring greater accountability and transparency. Entities must now establish key committees, comply with directorship limits, and adhere to enhanced disclosure norms. Additionally, unlisted material subsidiaries of HVDLEs face stricter governance oversight. Secretarial compliance has been reinforced, requiring annual audits and timely regulatory submissions. These changes collectively aim to fortify investor confidence, improve market discipline, and align regulatory frameworks with global best practices.