Regulation 30: Disclosing Material Events and Information

Regulation 30 explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.

Regulation 30 is the provision a listed company breaches fastest, because the clock is measured in hours and it starts at an event, not at a meeting.

It is also the provision that changed most in the last three years. Materiality used to be almost entirely a judgment call; it now has numbers attached. Timelines used to be "as soon as possible"; they are now 30 minutes, 12 hours or 24 hours, depending on where the event came from.

Para A of Part A of Schedule III events are deemed material and disclosed without applying any test. Para B events are disclosed where they meet the entity's materiality policy, which must include the quantitative test: value or expected impact exceeding the lower of 2% of turnover, 2% of net worth, or 5% of the average absolute profit or loss after tax of the last three financial years. Disclosure is due within 30 minutes of the close of a board meeting, 12 hours for events emanating from within the entity, and 24 hours for those that do not.

Two lists, two treatments

Schedule III, Part A, Para A — deemed material. No judgment, no threshold, no board view. If it happened, it is disclosed. The list covers, among many others: acquisitions and disposals, scheme of arrangement, issue or forfeiture of securities, revision in rating, outcome of board meetings, change in directors, KMP, auditor and compliance officer, resignation of the auditor or of an independent director with reasons, corporate insolvency proceedings, one-time settlement with a bank, and fraud or defaults by the entity or by promoters, directors or KMP.

Para B — apply materiality. Events that matter only if they are big enough or consequential enough for this particular entity: commencement or postponement of commercial production, capacity addition, awarding or termination of orders and contracts, disruption of operations due to natural calamity, and similar.

The single most useful discipline here is to stop asking "is this material?" before asking "which para is it in?" A great deal of wasted debate happens over events that were never subject to a materiality test in the first place.

The materiality test, with numbers

Every listed entity must frame a policy for determining materiality approved by the board, and authorise one or more key managerial personnel to make the call, with their contact details disclosed to the exchange and on the website.

The policy cannot be more permissive than the Regulation. An event or information is material where:

• omission would be likely to result in discontinuity or alteration of information already publicly available; or
• omission would be likely to significantly affect the market price of the entity's securities; or
• in the board's opinion it is material; or
• the quantitative test is met — the value or the expected impact exceeds the lower of:

"Lower of" is doing real work. For a large-turnover, thin-margin business, the profit-based limb will usually be the binding one, and it can be a strikingly small number in rupee terms. Using absolute values means loss-making years do not net off against profitable ones.

The three clocks

The distinction in the second and third rows is about origin, not knowledge. A litigation outcome, a regulatory order, an action by a lender — these originate outside, and get 24 hours. A board or management decision, an internal fraud detection, an operational failure — these originate within, and get 12.

Where disclosure is made after the applicable deadline, the entity must explain the delay along with the disclosure. That explanation is not a cure, but its absence makes an ordinary lapse look like a concealment.

Everything disclosed under Regulation 30 also goes on the entity's website, and stays there for a minimum of five years, after which it moves to an archival section. Website disclosures →

Rumour verification

For the largest listed entities by market capitalisation, a further obligation applies: where a rumour reported in mainstream media is not general in nature and is specific enough to be verified, the entity must confirm, deny or clarify it within 24 hours of the report.

Three points practitioners get wrong:

It is mainstream media, not social media. A post circulating on a messaging app does not trigger it; a report in a mainstream print or electronic outlet does.

"No comment" is not one of the three options. The obligation is to confirm, deny or clarify — a refusal to engage does not discharge it.

Denial carries its own exposure. A denial that later turns out to be untrue is a far worse position than a clarification that a matter is under consideration without a decision.

The regime is paired with the unaffected price concept, so that a company negotiating a transaction is not penalised in pricing terms by a leak it did not cause. That is the trade the framework makes: confirm earlier, and the pricing is protected from the market's reaction to the rumour.

Regulation 30A: agreements the company did not sign

A gap the framework closed recently, and the one most often missed by promoters.

Where shareholders, promoters, promoter group entities, related parties, directors, key managerial personnel or employees enter into an agreement that impacts the management or control of the listed entity, or imposes a restriction or creates a liability on it, the parties must inform the listed entity within two working days, and the entity discloses it to the exchange.

The point is that the listed entity is often not a party to these agreements — a shareholders' agreement between two investors, a family arrangement among promoters, an agreement giving someone a board seat. Not being a party used to mean not disclosing. It no longer does, and the reporting duty sits on the parties to bring it in.

Subsisting agreements of this kind had to be disclosed as part of the transition, and they need to be carried in the annual report thereafter. Shareholder agreements →

Key takeaways

• Check the paragraph before the materiality. Para A is deemed material.
• The quantitative test takes the lower of three thresholds — the profit-based one usually binds.
• Absolute values are used for the three-year profit test, so losses do not net off.
• 30 minutes / 12 hours / 24 hours, keyed to where the event originated.
• Late disclosure requires an explanation alongside it.
• Rumour verification is confirm, deny or clarify — silence is not an option.
• Regulation 30A reaches agreements the listed entity never signed.

Read next

• Regulation 30A: Disclosing Shareholder Agreements
• Regulation 29: Prior Intimation of Board Meetings
• Regulation 46: What Must Be on a Listed Entity's Website
• SEBI Insider Trading Regulations — PIT 2015

Disclaimer: Positions stated as on 5 September 2026. Schedule III and the disclosure timelines have been amended repeatedly — verify the current text and the applicable market-capitalisation ranks on sebi.gov.in before relying on any of this.