SE3I Securities and Exchange Board o India

CIRCULAR

SEBIHOrCFDICFD.PoD-2/P/CIRI2025/35 March 20, 2025

To.

Alllisted entities
All the Recognized Stock Exchanges
Allthe Depositories

Madam/ Sir

Subiect: Disclosure of holding of specified securities and Holding of specified securities in

dematerialized form
1 Regulation 31 of Securities and Exchange Board of India (Listing Obigations and Disclosure
Requirements) Regulations, 2015 ("Listing Regulations"), deals with the disclosure of sharehold1ng
pattern and manner of maintaining shareholding in dematerialized format.
2. Accordingly, SEBlvide Master Circular No. SEBIHO/CFD/PoD2/CIR/P/0155 dated November 11
2024 (as amended) ("the Circular'), prescribed formats for disclosure of holcing of specitied
securities and shareholding pattern under Annexure 2 of section l|-A of chapter Il to the Circular
3. Based on the requests received from Depositories, Stock Exchanges and in the interest of providing
further clarity and transparency in the disclosure of shareholding pattern to the investors in the
securities market; the Annexure 2 of section ll-A of chapter Il to the Circular is being partially
modified as under:

a. Table 1-IV of the shareholding pattern has been amended as under:

i. details of Non-Disclosure Undertaking, Other encumbrances, if any and total number
of shares pledged or otherwise encumbered including NDU shallbe disclosed by the
listed entities.
ii. Itis clarified that underlyingoutstanding convertible securities also includes ESOPs ie
the existing header of column Xas "No. of Shares Underlying Outstandingconvertible
securities (including Warrants, ESOP etc.)
ii. addingone additional column in the existing shareholding pattern format to capture the
details of total number of shares on fully diluted basis (including warrants, ESOP,
Convertible Securities etc.)
b. Table Ilof the shareholding pattern has been amended as under:
i. A
footnote has been added to the table ll, which provides the details of promoter and
promoter group with shareholding "nil', can be accessed.
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 S3I Securities and Exchange Board of India
The revised formats of the aforementioned are placed at Annexure A.
4 Accordingly, the Master Circular No. SEBI/HO/CFDIPoD2/CIR/PI0155 dated November 11. 2024
stands modified to the extent as stated at paragraph no. 3 above.

5 The Stock Exchanges are accordingly advised to:

a bring the provisions of this circular to the notice of all the companies whose securities are
listed in the exchange and also to disseminate the same on the website of the stock
exchange.
b. make amendments to the relevant bye-laws, rules and regulations for the implementation
of the terms of this circular, if necessary.

6. The Depositories are also directed to update their systems to capture the abovementioned
changes.
7. This Circular shall come into force with effect from the quarter ending June 30, 2025.
8. This Circular is issued in exercise of powers conferred under Section 11(1) of the Securities and
Exchange Board of India Act,,1992 read with Regulation 31 and 101(2) of Listing Regulations.
9. A copy of this Circular is available at www. sebi.gov.in under the categories "Legal
Framework>Circulars".

Yours faithfully.

Raj Kumar Das

Deputy General Manager
Corporation Finance Department
Policy and Development-2
+91-22-26449253
rajkd@sebi.gov.in

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 Securities and Exchange Board of India
Table I- Summary Statement showing
Category Category of No. of No, of
holding of specified securities of the listed
entity Annexure A
(0) shareholder Partly No, of Total Shareholdi
shareh fully paid- shares Number of Voting Rights No, of
no ng as a %
older
Total No of Shareholdi
paid held in each class of Shares shares on
Nurnber of Number of
(UiI) up underlyi shares of total no. Securities ng, as a % Locked in Non Other Total Number
up equity ng held Underly fully Shares Disposal Number of
of shares assuming sh encumbrances of Shares
equity ((X) ing diluted full
pledged Undertaking uity sharos
shares
shares Deposit (VII) = (calculated
held if any 9ncumbersd
ory (IV)+(V) Outstan basis (KIV) (2V) held in
held as per ersion
Convers (AVI)
() Receipts+Vi) SCRR, ding (including of damaterializsd
((V) (VI) converti form
1957) warrants, convertible
As a % of
No of Voting Rights Total ble ESOP securities
as a securiti Convertibl
(A+B+C2) Class Class To (as a
% of es e
(VIII) eg: X eg: Y tal percenta ge No. As a No. As a No
(A+B As a No As a % N
(includi Securities of diluted (a % of (a % of %of of t o l
+C) ng etc.) share total f tota
total (a) total (a) Shares sharse
Warrant(Xl)=(VIl+X) capital) Share share shar
s, ESOP hefd befd (b)
(XII) = s held
(b
etc.) (VIl+(X) (b) held held
(X) As a (b) (b)
% of
(A) Promoter & (A+B+C2)
Promoter
Group
(B) Public

(C) Non NA
Promoter
Non Public NA
(C1) Shares
NA
underiying
DRS NA
(C2) Shares held
by Employee NA
Trusts
Total

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