LATEST CASE LAWS ON SEBI LODR VIOLATIONS

 LATEST CASE LAWS ON SEBI LODR VIOLATIONS

INCREASED THRESHOLDS FOR HIGH VALUE DEBT LISTED ENTITIES (HVDLES).

The most recent notable case law on SEBI’s Listing Obligations and Disclosure Requirements (LODR) violations involves enforcement actions in 2025–26, where SEBI’s Special Court and regulatory amendments tightened compliance norms, particularly for High Value Debt Listed Entities (HVDLEs).

Threshold for HVDLEs raised from ₹1,000 crore to ₹5,000 crore of outstanding non-convertible debt.

·      Entities below the revised threshold are exempt from HVDLE-specific obligations.

•     Aim: To reduce compliance burden for mid-sized issuers while strengthening governance for large debt-listed entities

DISCLOSURE LAPSES BY ONWARD TECHNOLOGIES LTD

Companies such as Onward Technologies faced scrutiny for disclosure lapses under Regulation 30, and SEBI amended the LODR framework in January 2026 to raise thresholds and streamline governance.

·      Faced proceedings linked to disclosure lapses under Regulation 30 of SEBI LODR.

•     A U.S. Circuit Court judgment (April 2025) was disclosed to Indian exchanges, highlighting cross-border compliance implications.

SEBI SPECIAL COURT ORDERS (2024–25):

•     Cases against plantation companies (e.g., Sagar Green Gold Plantation Group Pvt. Ltd., Bon Plantations & Exports Ltd.) for violations including misstatements and non-compliance with disclosure norms.

•     Reinforced SEBI’s stance that failure to comply with LODR obligations can attract criminal liability.

COMPARISION OF KEY CASES

Case/Entity	Year	Violation Type	Outcome/Action
Onward Technologies Ltd	2025	Disclosure lapses under Reg. 30	Exchange disclosure, regulatory scrutiny
Sagar Green Gold Plantation Group	2025	Misstatements, non-compliance	SEBI Special Court judgment
Bon Plantations & Exports Ltd	2024	Disclosure failures	Conviction by Principal Sessions Judge
P.G. Fortune Agritech Ltd. (Nov 2024)	2024	Misstatements and failure to comply with LODR disclosure obligations	Criminal conviction of company executives
M’Belle International Pvt. Ltd.	(Jul 2025)	Non-compliance with LODR norms and misstatements.	Criminal sanctions against promoters/directors.

IMPLICATIONS FOR LISTED COMPANIES

STRICTER ENFORCEMENT	Courts and SEBI are increasingly holding directors and officers accountable.
DISCLOSURE SENSITIVITY	Even foreign judgments (like Onward Technologies’ U.S. case) must be disclosed under LODR.
Compliance Burden Shift	Mid-sized issuers benefit from reduced obligations, but large debt-listed entities face enhanced governance scrutiny.
Risk of Criminal Liability	Non-compliance can lead to prosecution in SEBI Special Courts.

 

DISCLOSURE OF PENALTIES (2023 AMENDMENT)

CHANGE:

SEBI mandated disclosure of all penalties levied on listed companies (even minor ones).

                                        IMPACT:

Penalties became “deemed material events” under Schedule III of LODR.

                                  COMPLIANCE LESSON:

Companies must disclose even small fines to exchanges, reinforcing transparency.

 

KEY TAKEAWAYS FOR LISTED COMPANIES

CRIMINAL LIABILITY:

Courts are convicting directors for disclosure failures, not just imposing fines.

TRANSPARENCY MANDATE:

Even small penalties must be disclosed to exchanges.

MATERIAL EVENTS:

Regulation 30 disclosures are non-negotiable.

GOVERNANCE PRESSURE:

 Large debt-listed entities face enhanced compliance under 2026 amendments.

LEGACY CASES:

SEBI continues to prosecute old violations, showing long-term accountability.

R V SECKAR , FCS, LLB 79047 19295