Compliance officer's report on insider trading controls
The compliance officer's periodic report to the board of directors or the audit committee chair on compliance with the code of conduct, with a floor of once a year.
Report to the board, at least once a year
- SEBI
- Insider trading and takeovers
- Not specified
- 2026-09-01
At least once a financial year, at intervals the board decides. Clause 1 of Schedule B to the PIT Regulations requires the compliance officer to report to the board of directors, and in particular to the chair of the audit committee or to the board's chair, on compliance with the code of conduct and with the PIT Regulations, at such frequency as the board stipulates but not less than once a year. There is no filing and no fixed date.
This is one of the two genuinely annual items in this area. The other is the designated persons' declaration under clause 14. Neither is the annual code of conduct confirmation that compliance calendars often list, which does not exist.
Deadlines counted from an event
The compliance officer reports to the board of directors, and in particular to the chair of the audit committee or the chair of the board, on compliance with the code of conduct and the PIT Regulations. The board sets the frequency; clause 1 of Schedule B fixes the floor at once a year and names no date.
The rule
The compliance officer reports to the board of directors, and in particular to the chair of the audit committee or the chair of the board, on compliance with the code of conduct and the PIT Regulations. The board sets the frequency; clause 1 of Schedule B fixes the floor at once a year and names no date.
Who must comply
- The compliance officer of every listed company
- The board of directors and the audit committee chair, who receive the report
Statutory basis
Before you file
- Collect the Chapter III disclosures received during the period.
- Collect the pre-clearance approvals and refusals for the period.
- Collect the trading window closure dates for the period.
- Collect the code of conduct breaches and the action taken.
- Confirm the reporting frequency the board has stipulated.
How to file
- Prepare the report on compliance with the code of conduct and the PIT Regulations.
- Send the report to the chair of the audit committee or the chair of the board.
- Table the report at the board or audit committee meeting.
- Record the report in the minutes.
- Do this at least once in the financial year.
If you miss it
Section 15HB of the SEBI Act is the head, at up to ₹1 crore, because Schedule B is part of the regulations and carries no penalty of its own. There is no exchange fine and no fee, since nothing is filed outside the company.
- The audit committee's own Reg 9A(4) review depends on this report, so a missing report usually means a thin or undocumented review as well
Recent changes affecting this
Common questions
How often does the compliance officer have to report?
As often as the board stipulates, and not less than once a year. Clause 1 of Schedule B sets the floor and leaves the rest to the board, so many companies take it quarterly with the results cycle.