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Corporate Compliance for Listed Companies

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Service: End-to-end SEBI and corporate compliance for a listed company, on a specialist retainer.

Fees: Scoped and quoted per engagement, listed company compliance is bespoke.

Covers: LODR, insider trading, the takeover code, ESOP, secretarial audit and cost audit.

For: Mainboard and SME-listed companies and those preparing for the obligations of listing.

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Listed Company Compliance: Overview and Quick Summary

📌 TL;DR - Listed Company Compliance Services at a Glance

A listed company carries the heaviest compliance regime in India. On top of the Companies Act, it must comply with the SEBI LODR Regulations, 2015, governing quarterly and annual results, corporate governance and event disclosures, the Prohibition of Insider Trading Regulations, 2015, the Takeover Code under the SAST Regulations, 2011, and the Share Based Employee Benefits Regulations, 2021 for ESOPs, alongside a secretarial audit and, where applicable, a cost audit. The filings are continuous, and lapses can bring fines, exchange action and even trading suspension.

Regime	What it governs
SEBI LODR, 2015	Results, governance, event and RPT disclosures
SEBI PIT, 2015	Insider trading code, UPSI, trading windows
SEBI SAST, 2011	Substantial acquisition and takeover disclosures
SEBI SBEB and SE, 2021	ESOPs and share-based employee benefits
Secretarial audit	Regulation 24A report and Section 204 audit
Cost audit	Section 148, where industry and thresholds apply
Companies Act, 2013	Board, audit and the underlying ROC filings

This page is the complete picture of corporate compliance for a listed company, a premium, specialist engagement, and it routes you to the component services. Because the obligations are extensive and entity-specific, the engagement is scoped and quoted rather than priced off the shelf.

For the components handled in their own right, see our ESOP management and compliance services for the SBEB side and our secretarial audit service for the Regulation 24A report and the Section 204 audit.

What Is Listed Company Compliance?

Listed company compliance is the full set of obligations a company takes on once its securities are listed on a stock exchange. It sits on two layers, the Companies Act, 2013, which every company follows, and the SEBI regulations, which apply specifically to listed entities and are far more demanding in their frequency, disclosure and governance requirements.

The defining feature is continuous, market-facing disclosure. A listed company must keep the market informed through quarterly results, governance reports and prompt event disclosures, control the flow of unpublished price sensitive information, and meet a calendar of SEBI filings, all under the oversight of the stock exchanges and SEBI, with real consequences for lapses.

Key Terms for Listed Company Compliance:

LODR: The SEBI Listing Obligations and Disclosure Requirements Regulations, the core listed framework.
UPSI: Unpublished price sensitive information, controlled under the insider trading code.
Takeover Code: The SAST Regulations governing substantial acquisitions of shares.
SBEB: The share-based employee benefits regime, covering listed-company ESOPs.
Regulation 24A: The LODR provision requiring a secretarial audit and annual secretarial compliance report.

Core Framework SEBI LODR

The Layered Compliance Framework

Listed company compliance is best understood as layers, each adding obligations on top of the last.

The Companies Act Layer

Underneath everything, a listed company is still a company, so it holds its board meetings and AGM, gets audited, and files AOC-4, the annual return and the event-based forms, like any public company.

The SEBI LODR Layer

On top, LODR adds market-facing obligations, quarterly and annual financial results, the corporate governance report, the board committees, related party transaction approvals and disclosures, and prompt disclosure of material events under Regulation 30.

The SEBI Conduct Layer

Alongside, the insider trading code controls UPSI and trading windows, the takeover code governs substantial acquisitions, and the SBEB regime governs ESOPs, each with its own disclosures and controls.

The Assurance Layer

Finally, a secretarial audit and the Regulation 24A report provide independent assurance of compliance, and a cost audit applies where the company is in a prescribed industry above the thresholds.

Our Listed Company Compliance Services

Service	What We Do
LODR Compliance	We manage the quarterly and annual LODR calendar, the results, the corporate governance report, the RPT and Regulation 30 disclosures, and the stock exchange filings.
Insider Trading Compliance	We maintain the insider trading code, the structured digital database, the trading window closures and the continual disclosures.
Takeover Code and SAST	We handle the substantial acquisition and shareholding disclosures under the SAST Regulations.
ESOP and SBEB	We administer the listed-company ESOP under the SBEB Regulations, with the scheme, disclosures and filings.
Secretarial and Cost Audit	We coordinate the secretarial audit and the Regulation 24A report, and the cost audit where it applies.
Governance and Board Support	We support the board and its committees, the meetings, the minutes and the governance framework.

Our Process

How a Listed Compliance Engagement Works

How Patron runs the layered SEBI and Companies Act regime as one specialist engagement, from scoping to event advisory.

Step 1

Scope the Obligations

We map every SEBI and Companies Act obligation specific to your company, mainboard or SME.

Mainboard or SME All regimes

Scope 01

Step 2

Build the Calendar

We set up the quarterly, half-yearly, annual and event-based calendar across all regimes.

Full calendar All cadences

Calendar 02

Step 3

Run the Disclosures

We prepare and file the results, governance reports and event disclosures on time.

Results filed Reg 30 events

Disclose 03

Step 4

Maintain the Codes

We keep the insider trading and other codes, registers and databases current.

PIT code SDD current

Codes 04

Step 5

Coordinate the Audits

We coordinate the secretarial and cost audits and the Regulation 24A report.

Secretarial Reg 24A

Audits 05

Step 6

Advise on Events

We advise and file on takeovers, ESOPs, capital actions and material events as they arise.

Takeovers ESOPs

Events 06

Information Required for the Engagement

Listing details and the exchanges involved.
Board and committee composition.
Shareholding pattern and promoter details.
Existing codes, policies and registers.
ESOP scheme details, if any.
Industry details, for cost audit applicability.

Want a scoped proposal? Share your listing details and we will map the obligations and quote the engagement.

Common Listed Compliance Challenges and Solutions

Challenge	Impact	How Patron Accounting Solves It
Missing a Regulation 30 disclosure	Material events must be disclosed promptly under Regulation 30, and a delay is a serious lapse. We monitor events and disclose within the timelines.
Insider trading slip-ups	Trading during a closed window or weak UPSI control invites SEBI action. We maintain the code, the database and the window discipline.
Disjointed advisers	Listed compliance spans several regimes, and fragmented advice causes gaps. We run it as one integrated engagement.
Keeping up with new disclosures	SEBI adds requirements regularly, such as the expanded BRSR assurance for large listed companies. We track changes and update your calendar.

Listed Company Compliance Fees

Fee Component	Amount
Patron Accounting Professional Fees	Scoped and quoted per engagement
What drives the scope	Mainboard or SME-listed, the regimes that apply, whether an ESOP runs, and whether a cost audit is triggered
Secretarial and cost audit fees	Confirmed as part of the engagement scope
SEBI and exchange fees, event advisory	Confirmed within the engagement scope

All fees and charges listed are indicative only and do not constitute a binding offer. Final amounts may vary depending on the volume of work and the complexity involved.

The secretarial and cost audit fees, the SEBI and exchange fees, and the advisory on specific events such as takeovers or capital raises are confirmed as part of the engagement scope. Because the regime is bespoke and entity-specific, we scope the obligations and quote a retainer rather than offer a single off-the-shelf price. Contact us for a scoped proposal.

Get a free Listed Company Compliance consultation - Call +91 945 945 6700 or WhatsApp us. No-obligation assessment.

The Listed Compliance Year

Stage	Estimated Timeline
Quarterly	Financial results and governance reports each quarter
Half-yearly and annual	Layered periodic filings on top of the quarterly cadence
Event-based	Regulation 30 material-event disclosures, arising any time
Insider trading windows	Open and close around results and price-sensitive events
After year end	Annual secretarial audit and report; cost audit on its own cycle where it applies

A listed company runs on a dense, year-round calendar. Quarterly financial results and governance reports recur every quarter, with half-yearly and annual filings layered on, and event-based disclosures under Regulation 30 can arise at any time. The insider trading windows open and close around results, the annual secretarial audit and report fall after year end, and the cost audit, where it applies, has its own cycle. Because the obligations are continuous and overlapping, listed compliance needs a standing, specialist engagement rather than a once-a-year effort.

Key Benefits

Why Use a Specialist Listed Compliance Team

One Team Across All Regimes

LODR, PIT, SAST and SBEB are run by one team, so the regimes are coordinated, not fragmented.

Disclosures Within SEBI Timelines

Results, governance reports and Regulation 30 disclosures are filed within the SEBI and exchange timelines.

Insider Trading Discipline

The insider trading code, the structured digital database and the trading windows are kept tight.

Audits and Governance Coordinated

The secretarial and cost audits and the board and committee governance are coordinated in one engagement.

New Requirements Tracked

SEBI changes, such as the expanded BRSR assurance for large listed companies, are tracked and built into the calendar.

Qualified CA and CS Team

Handled by a qualified CA and CS team experienced in the premium listed-company regime.

Trusted by Businesses Across India

10,000+ Businesses Served | 4.9 Google Rating | 50,000+ Documents Filed | 15+ Years

"Patron runs our entire SEBI and LODR calendar, the results, the disclosures and the secretarial audit, as one engagement." - CFO, listed company.

"Their team keeps our insider trading code and ESOP compliance tight, which gives our board real comfort." - Company Secretary, listed company.

Trusted by leading brands including Hyundai, Asian Paints and Bridgestone for accounting and compliance support.

With offices in Pune, Mumbai, Delhi, and Gurugram, Patron Accounting serves businesses across India - both in-person and remotely.

Listed Compliance Compared with an Unlisted Company

Factor	Listed Company	Unlisted Company
Governing layers	Companies Act plus SEBI	Companies Act only
Results	Quarterly and annual	Annual only
Disclosures	Continuous, market-facing	Periodic ROC filings
Secretarial audit	Yes, plus Reg 24A	Only if thresholds met

Component Services

This hub routes to the component services that make up a listed compliance engagement.

ESOP Management and Compliance Services for the SBEB and ESOP administration.
Secretarial Audit for the Regulation 24A report and the Section 204 audit.
Statutory Audit for the financial statement audit.
FDI Compliance where the listed entity has foreign investment.
Public Company Registration for the public company structure behind a listing.
Compliance Calendar to track the dense listed calendar.

The cost audit, where it applies to a listed company in a prescribed industry, is handled through our cost audit service, which this engagement coordinates.

Legal and Regulatory Framework

SEBI LODR: A listed company’s primary listing framework is the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, which set out its obligations across quarterly, half-yearly, annual and event-based categories, including the publication of financial results, the corporate governance report, the constitution of board committees such as the audit and nomination and remuneration committees, the approval and disclosure of related party transactions, and the prompt disclosure of material events and information under Regulation 30 and Schedule III.

Conduct regulations: A listed company must also comply with the SEBI (Prohibition of Insider Trading) Regulations, 2015, maintaining a code of conduct, a structured digital database of unpublished price sensitive information and trading window controls, with the supporting SEBI (Prohibition of Fraudulent and Unfair Trade Practices) Regulations, 2003, while substantial acquisitions of shares and takeovers are governed by the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, and employee share schemes by the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

Audit and assurance: Under Regulation 24A of LODR, a listed company undergoes a secretarial audit by a practising company secretary and files an annual secretarial compliance report, a secretarial audit under Section 204 of the Companies Act, 2013 also applies, and a cost audit under Section 148 applies where the company operates in a prescribed industry above the notified thresholds, all of which sit alongside the statutory audit of the financial statements.

Consequences and the underlying Act: Non-compliance with LODR can attract monetary fines, show-cause notices from the stock exchanges and, in serious cases, suspension of trading in the company’s securities, while the Companies Act, 2013 continues to apply underneath, with board meetings, the AGM, the statutory audit and the ROC filings, and SME-listed companies follow a lighter governance framework than mainboard-listed ones, with newer requirements such as expanded BRSR assurance applying to the largest listed companies.

Refer to the SEBI website for the regulations, the MCA portal for the company forms, and IndiaCode for the Companies Act provisions.

What compliance does a listed company have to follow?

A listed company follows two layers of compliance. Underneath is the Companies Act, 2013, with board meetings, the AGM, the statutory audit and the ROC filings. On top are the SEBI regulations specific to listed entities, primarily the LODR Regulations, 2015 for results, governance and disclosures, the Prohibition of Insider Trading Regulations, 2015, the SAST Takeover Regulations, 2011, and the SBEB Regulations, 2021 for ESOPs, along with a secretarial audit and, where applicable, a cost audit.

What is SEBI LODR?

SEBI LODR is the Listing Obligations and Disclosure Requirements Regulations, 2015, the core framework that governs a listed company’s obligations to the stock exchanges and the market. It covers the publication of quarterly and annual financial results, the corporate governance report, the constitution of board committees, the approval and disclosure of related party transactions, and the prompt disclosure of material events under Regulation 30. Its obligations are organised into quarterly, half-yearly, annual and event-based requirements.

What are the insider trading rules for a listed company?

Under the SEBI Prohibition of Insider Trading Regulations, 2015, a listed company must prevent the misuse of unpublished price sensitive information, or UPSI. It maintains a code of conduct, a structured digital database recording who holds UPSI, and trading windows that close around results and other sensitive events, during which designated persons cannot trade. Insiders must make the required disclosures, and trading on UPSI is strictly prohibited and heavily penalised by SEBI.

Is a secretarial audit mandatory for a listed company?

Yes. A listed company must undergo a secretarial audit, and under Regulation 24A of the SEBI LODR Regulations it files an annual secretarial compliance report by a practising company secretary, in addition to the secretarial audit under Section 204 of the Companies Act, 2013. The secretarial audit independently verifies the company’s compliance with the Companies Act, the SEBI regulations and the secretarial standards, and is a core part of a listed company’s assurance and governance framework.

How is listed company ESOP compliance different?

A listed company’s employee share schemes are governed by the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, which are more detailed than the Companies Act rules that apply to an unlisted company. The regulations govern how the scheme is framed and administered, the role of the trust where one is used, the disclosures in the annual report and to the exchanges, and the approvals required, so listed ESOP compliance is a specialist area handled alongside the rest of the SEBI calendar.

What happens if a listed company misses a SEBI deadline?

Non-compliance with the LODR Regulations can attract monetary fines, often levied per day of delay, and show-cause notices from the stock exchanges. In more serious or persistent cases, the exchanges can freeze promoter holdings or suspend trading in the company’s securities, and SEBI can take enforcement action. Beyond the penalties, lapses damage market confidence and the company’s standing, which is why a listed company needs a tightly managed compliance calendar across all the SEBI regimes.

Is listed company compliance the same for SME and mainboard companies?

Not entirely. SME-listed companies, listed on the SME platform of the exchanges, follow a lighter governance framework than mainboard-listed companies, with some relaxations in the LODR requirements. However, the core obligations, periodic results, event disclosures, insider trading controls and the secretarial audit, still apply. As an SME-listed company grows, more requirements come into play, so the engagement is scoped to the specific platform and size of the company.

How do you price listed company compliance?

Listed company compliance is bespoke and quoted per engagement rather than sold at a fixed price. The workload depends on whether the company is mainboard or SME-listed, which SEBI regimes apply, whether it runs an ESOP, whether a cost audit is triggered, and the complexity of its disclosures and events during the year. We map the obligations specific to your company and quote a retainer, with the audit, SEBI and exchange fees and event-based advisory confirmed within the engagement scope.

Listed company ki compliance kya hai?

Listed company ko Companies Act ke saath SEBI LODR, insider trading, takeover code aur ESOP ke SBEB rules, secretarial audit aur kabhi cost audit bhi follow karne hote hain, har quarter aur event par disclosures ke saath.

SEBI LODR kya hai?

SEBI LODR Listing Obligations and Disclosure Requirements Regulations, 2015 hai, jo listed company ke results, governance aur disclosures ko govern karta hai.

Quick Answers

Core framework? SEBI LODR Regulations, 2015.

Insider trading? SEBI PIT Regulations, 2015.

Secretarial audit? Yes, plus the Regulation 24A report.

Price? Scoped and quoted per engagement.

Why Specialist Support Matters

Listed compliance is high-stakes and unforgiving. A missed Regulation 30 disclosure, a trading window breach or a late result can bring SEBI action, exchange penalties and, in serious cases, suspension of trading, all of it public and damaging to investor confidence. The regimes are many, overlapping and frequently updated. A standing, specialist engagement that runs the whole calendar as one is what keeps a listed company on the right side of SEBI and the exchanges, quarter after quarter.

Get a scoped proposal - Call +91 945 945 6700 or WhatsApp us. We respond within 2 hours.

Set Up Listed Compliance with Patron Accounting

Corporate compliance for a listed company is the most demanding regime in Indian company law, the Companies Act underneath, and on top the SEBI LODR, insider trading, takeover and share-based benefit regulations, with a secretarial audit and, where applicable, a cost audit.

The obligations are continuous, market-facing and frequently updated, and lapses carry serious consequences. Because they are extensive and entity-specific, the engagement is scoped and quoted. Patron Accounting, with a qualified CA and CS team and offices in Pune, Mumbai, Delhi and Gurugram, runs listed compliance as one integrated, specialist engagement.

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Listed Company Compliance Support Across India

In-person and remote SEBI and listed-company compliance support from our offices in Pune, Mumbai, Delhi and Gurugram.

Component Services

SEBI, ESOP, audit and governance

Public Company Registration

India

Compliance Calendar

India

Content Created: 3 June 2026 | Last Updated: | Next Review: 4 September 2026 | Reviewed By: CA & CS Team, Patron Accounting LLP

This page is reviewed at least yearly and updated whenever the SEBI LODR, PIT, SAST or SBEB Regulations, the Regulation 24A secretarial audit framework, the BRSR assurance requirements, or the underlying Companies Act compliance change. Freshness Tier 1.

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