Once a year, a practising company secretary puts their name to a single report covering every SEBI regulation that applies to you — and files it with the exchanges within 60 days of year end. We prepare and certify that report: thorough checking, honest observations, filed on time.
Regulation 24A of SEBI's LODR Regulations requires every listed company to get an Annual Secretarial Compliance Report from a practising company secretary and file it with the stock exchanges within 60 days of the financial year end. One report, one signature, one deadline — covering compliance with LODR, insider trading, takeover, ICDR and every other SEBI regulation that touches the company.
It is not the same as the MR-3 secretarial audit. The MR-3 goes to the Board under the Companies Act and gets annexed to the annual report. The 24A report goes to the exchanges and covers SEBI law only. Companies that confuse the two usually discover the difference in May, when the deadline is already close.
Every company listed on the main board of BSE or NSE — the report is mandatory, and the 60-day clock starts the day the financial year ends. If your PCS is engaged in April, you are already behind; the checking takes weeks, not days.
Companies with material unlisted subsidiaries need it too — the report must cover the subsidiaries' SEBI-relevant compliances. Groups that treat subsidiaries as someone else's problem find that out from their PCS in the worst possible week.
SME-listed companies are exempt under Reg 15(2), as are listed entities with paid-up capital up to Rs 10 crore and net worth up to Rs 25 crore. If you claim the exemption, file the non-applicability declaration — silence reads as default.
The work runs through April and May — document collection and checking in April, drafting and management responses in early May, signing and filing before 30 May. Engaging your PCS in March is ideal; engaging in the last week of May is how penalties happen.
Fees depend on company size, number of subsidiaries and how clean your records are. A single listed entity with straightforward compliances costs far less than a group with three material subsidiaries and a year of patchy filings. We quote fixed fees after a first look at your compliance calendar — no hourly meters.
MR-3 is the secretarial audit under the Companies Act — broader in scope, annexed to the Board’s report. The 24A report checks only SEBI regulation compliance and is filed with the stock exchanges, not the ROC. Different law, different audience, different filing.
Only a company secretary in practice holding a valid certificate of practice. The report carries the PCS’s membership number, CoP number and UDIN. Management or the statutory auditor cannot sign it.
The listed entity must ensure the report covers compliance by its material unlisted subsidiaries incorporated in India. Their SEBI-relevant compliances are checked and reported alongside the parent’s.
Within 60 days of the end of the financial year — 30 May for a March year-end. It is filed with BSE and NSE.
No. The report goes only to the stock exchanges. Nothing under Reg 24A is filed with the Registrar of Companies.
Yes. There is no bar on the same PCS conducting the MR-3 secretarial audit and issuing the 24A report. Most companies use one PCS for both — the underlying work overlaps heavily.
SEBI’s standard operating procedure circular prescribes fines for delayed or missed LODR filings, and exchanges levy them automatically. Persistent default can draw stricter regulatory action beyond money.
No. Companies listed on the SME exchange are exempt from Reg 24A under Reg 15(2) of LODR. The same exemption covers listed entities with paid-up capital up to Rs 10 crore and net worth up to Rs 25 crore.
No. The report is filed as a PDF through BSE Listing Centre and NSE NEAPS. SEBI has not mandated XBRL for the 24A report.
SEBI prescribes the format — the revised version applies from the financial year ended 31 March 2023. It lists each applicable SEBI regulation with compliance status, plus specific affirmations the PCS must give.
Every deviation is reported with facts, and the company’s management response and corrective action go alongside it. A clean report with honest observations builds credibility — exchanges read these.
The revised format added specific affirmations — on compliance with SEBI regulations and circulars, on material subsidiary coverage, and on any actions taken against the entity, its promoters or directors. The PCS signs each one.
Membership number, certificate of practice number, UDIN, and firm name with registration number where applicable. Exchanges verify these — an expired CoP means an invalid report.
Yes — on the exchanges’ electronic filing portals. Both, if you are listed on both. Acknowledgements from each portal are your proof of filing.
No. Unlike the MR-3 secretarial audit report, the 24A report is not annexed to the annual report. It is a standalone filing with the stock exchanges.
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