Capital Market and Securities Laws · Listing Obligations and Disclosure Requirements

Disclosure of Events and Information under Regulation 30 LODR

Updated 11 October 2026 · Fact-checked

Regulation 30 of SEBI LODR requires a listed entity to tell the stock exchanges about events that affect its business, using Schedule III. Some events are disclosed automatically; others only if material. You apply the materiality criteria and the board's policy, then disclose within the prescribed timeline.

Understand Disclosure of Events and Information to Stock Exchanges

A listed company's share price moves on news. If only a few people know the news, the market is unfair. Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (LODR) fixes this. It makes the company tell the stock exchanges promptly about important events, so every investor gets the same information.

Schedule III lists the events. It has parts. Part A lists events and information. Within it, some events are disclosed without any test of materiality (deemed material), such as acquisitions and amalgamations, change in directors or key managerial personnel, and resignation of an auditor. Other events are disclosed only if they are material as judged by the criteria. Other parts cover events relating to specified persons and other matters.

Materiality is decided by the listed entity. It must have a policy for determining materiality, approved by its board and put on its website. The test looks at things like whether omitting the event would create a risk of the information being misleading, whether the event's value or expected impact crosses prescribed quantitative thresholds, and whether the board considers it material.

The entity must also name key managerial personnel who are authorised to decide materiality and to give information to the exchanges. Their contact details are disclosed to the exchanges and placed on the website.

Timelines matter. The regulation sets time limits for different events, with shorter limits for board decisions and longer limits for events outside the entity's control. The exact hours, and the thresholds in the criteria, are in the Regulation and its latest amendments. Check them in your study material before the exam. Disclosure also supports the law against misuse of price-sensitive information. Section 12A of the SEBI Act, 1992 bars dealing in securities on material or non-public information, and Section 15G imposes a penalty of not less than ten lakh rupees, which may extend to twenty-five crore rupees or three times the profit made, whichever is higher.

Key rules to remember

Core duty: Listed entity → disclose events in Schedule III to stock exchanges; Applies to Part A events (deemed material or subject to materiality) and the other parts as applicable.
Two categories of events: Deemed material (no test) vs. Material only if criteria are met; Always identify which category an event falls in before answering.
Materiality criteria: Omission risks misleading information | quantitative thresholds met | board opinion that it is material; Learn the quantitative thresholds from the current Regulation text, including the percentage tests and the lower-of rule.
Policy requirement: Board-approved policy for determining materiality, hosted on the website; The policy must be on the entity's website.
Authorised KMPs: Board authorises one or more KMPs to determine materiality and disclose; Their contact details go to the exchanges and the website.
Timelines: Board decisions: shortest limit | Events outside the entity: longer limit | Others: as prescribed; State the exact hours from the current Regulation. If delayed, the entity must explain the reasons for delay.
Penalty for insider trading (SEBI Act, s 15G): Not less than ₹10 lakh; up to ₹25 crore or 3 × profits, whichever is higher; Relevant where UPSI is used for dealing, communicated, or used to counsel others.

How to solve Disclosure of Events and Information to Stock Exchanges questions

Use this order for any problem or theory question on disclosure of events.

1Name the Regulation: state that Regulation 30 of SEBI LODR read with Schedule III applies to the listed entity.
2Identify the event and find it in Schedule III. Say whether it is in the deemed-material category or the materiality-test category.
3If a test is needed, apply the materiality criteria one by one: omission risk, quantitative thresholds, board opinion. Use the figures given in the question.
4Check who decides: the authorised KMP under the board-approved materiality policy.
5State the timeline from the occurrence or decision, and what to do if the disclosure is delayed.
6Mention where the disclosure goes: the stock exchanges, and the entity's website.
7Link to consequences: penalty and insider trading law where UPSI is involved.
8Write a clear conclusion: disclose or not, by when.

Quickest way: Three-question check

When to use it: When a short case asks whether an event must be disclosed.

Is the event listed in Schedule III as deemed material? If yes, disclose.
If not, does it meet the materiality criteria or the policy test? If yes, disclose.
Note the timeline and conclude. If neither test is met, no disclosure is required under Regulation 30, but state other duties if any.

Common mistakes in Disclosure of Events and Information to Stock Exchanges

Treating every Schedule III event as needing a materiality test.
Students memorise the list but not the split.
Fix: Mark each event as deemed material or subject to test. Say so in the answer.
Stating the timelines from memory without linking to the event type.
Time limits are easy to confuse.
Fix: Learn them by group: board decisions, events outside the entity, and others. Revise the exact hours from the current text.
Ignoring the materiality policy.
Students focus only on the thresholds.
Fix: Mention the board-approved policy, its website hosting, and the authorised KMPs.
Forgetting to explain delay.
Students stop at the time limit.
Fix: Add that if disclosure is late, the entity must give the reasons for the delay.
Mixing LODR disclosure with insider trading rules.
Both deal with price-sensitive information.
Fix: Keep them separate. LODR requires disclosure. Section 12A and Section 15G of the SEBI Act, 1992 penalise misuse of UPSI.

Worked examples

Example 1

Ganga Textiles Ltd, a listed company, plans to acquire a smaller yarn manufacturer. Its Company Secretary asks whether the board's decision must be disclosed to the stock exchanges, and how to decide.

Show the solution

Provision: Regulation 30 of SEBI LODR read with Schedule III requires disclosure of specified events to the stock exchanges.
Facts: The event is an acquisition. Acquisitions are listed in Part A of Schedule III among events disclosed without applying a materiality test.
Analysis: Because the event is in the deemed-material category, the entity need not apply the quantitative thresholds. Disclosure is required once the event occurs or the decision is taken, as per the prescribed details.
Process: The authorised KMP discloses it to the exchanges and the information is placed on the website. Timing follows the rule for board decisions, which is the shortest limit. Check the exact hours in the current Regulation.
Risk: Until disclosure, the information may be UPSI. Insiders must not deal on it. Section 12A of the SEBI Act prohibits dealing on material or non-public information.

Answer: Yes. Acquisition is a deemed-material event under Part A of Schedule III, so Ganga Textiles Ltd must disclose it to the exchanges within the prescribed timeline for board decisions, without a separate materiality test.

Example 2

Explain how a listed entity determines whether an event not listed as deemed material is material, and who is responsible for the decision.

Show the solution

Provision: Regulation 30 requires the entity to disclose events which are material as per its materiality criteria and board-approved policy.
Criteria: The entity considers whether omission of the event would create a risk of the information being misleading or untrue, whether the quantitative thresholds in the Regulation are met, and whether the board treats the event as material.
Policy: The board approves a policy for determining materiality. It is hosted on the website.
Authority: The board authorises one or more KMPs to determine materiality and to make disclosures to the exchanges. Their contact details are given to the exchanges and the website.
Timeline and delay: If the event is material, disclosure is made within the prescribed time limit. Any delay must be explained.

Answer: The entity applies the criteria of omission risk, quantitative thresholds and board opinion under its board-approved materiality policy. The authorised KMPs decide and disclose to the stock exchanges within the prescribed timeline, giving reasons if there is a delay.

Exam tips

Begin every answer with Regulation 30 and Schedule III. ICSI-style answers reward the provision first.
Always say whether the event is deemed material or subject to the materiality test.
Revise the current thresholds and timeline hours from the latest Regulation text. Amendments change them.
Add a line on the materiality policy and authorised KMPs in any theory answer.
End with a one-line conclusion: disclose or not, and by when.

Practice questions from Listing Obligations and Disclosure Requirements

Disclosure of Events and Information to Stock Exchanges: frequently asked questions

What is Regulation 30 of SEBI LODR?

It is the provision requiring a listed entity to disclose to the stock exchanges events and information listed in Schedule III. The aim is that all investors get important news at the same time.

What is the difference between deemed material events and events subject to materiality?

Deemed material events must be disclosed without any test. Other events are disclosed only if they meet the materiality criteria in the Regulation or the entity's policy.

Who decides whether an event is material?

The key managerial personnel authorised by the board decide, following the board-approved policy for determining materiality. Their contact details are given to the stock exchanges and the website.

What happens if a company delays disclosure?

It must disclose and explain the reasons for the delay. Non-compliance can lead to action under securities laws. Misusing undisclosed price-sensitive information attracts a penalty under Section 15G of the SEBI Act, 1992.