Sebi wants SEs to act against firms defying Clause 49

Mumbai, Aug 30 | Updated: Aug 31 2006, 05:30am hrs
The capital market regulator Securities and Exchange Board of India (Sebi) is planning exemplary action on companies deliberately defying compliance of Clause 49 of the listing agreement on corporate governance. Sebi will be seeking information from the stock exchanges (SEs) soon on the status of compliance by the companies since it came into force from January 1, 2006, Sebi chairman M Damodaran said on Wednesday.

He was delivering the inaugural address at an interactive session on `Corporate India Taking Clause 49 Forward' organised by Confederation of Indian Industry (CII) in Mumbai.

"Before the year is out we will persuade the exchanges to provide information about the companies that are big and are able to comply but have not complied," Damodaran said. "We will identify some of them, to make an example for the others," he added.

Damodaran explained that Sebi's approach to the implementation of Clause 49 would be to push compliance without sacrificing the interests of investors.

"We are not here to punish people but to create an environment to ensure compliance. Companies who have made genuine efforts to achieve compliance and already adhered to most of the requirements would be encouraged to complete the process soon, while those who could have tried harder would be given a push."

At the same time, he also clarified that "let it not be misunderstood that we will not take action. There will be a process of dialogue and I hope some of the prospective examples wake up and realise that they do not want to be mentioned in that context. Before the year is out, we will persuade the stock exchanges to target big companies who are able to comply but have not made the effort to do so."

However, considering the costs incurred by the companies in adhering to Clause 49 norms, Sebi will distinguish among categories of companies that have not been able to comply and will encourage the erring companies to do so but nobody will be exempted, he said.

The market regulator asked the agencies involved in implementation of Clause 49 to revisit costs to companies so that more companies could buy those solutions. At the same time, Damodaran also asked the companies to identify those agencies that are able to provide value for money while seeking their services in complying with Clause 49.

Damodaran warned companies against a growing potential `cottage industry' of solutions providers who see corporate governance as an easy money making proposition and offer services that they cannot deliver.