Trade disclosure by designated persons to the company
The intimation a promoter, director, key managerial person or designated person gives the company after trading in its securities beyond the threshold.
Intimation to the company
Counted from the transaction in the company's securities
- SEBI
- Insider trading and takeovers
- Form C
- 2026-09-01
Two trading days from the transaction. PIT Reg 7(2)(a) requires a promoter, a member of the promoter group, a designated person or a director to tell the company about a trade in the company's securities within two trading days, where the value of the securities traded is more than ₹10 lakh in a calendar quarter. The traded value is aggregated across the quarter, so a series of smaller trades crosses the threshold together. The format is Form C in Annexure 1 to the Master Circular on Surveillance of Securities Market.
The regulation is unchanged. What moved is the plumbing on the company's side: system-driven disclosures take the manual filing out for compliant companies, and NSE moved the residual filing to a mandatory XBRL utility on NEAPS from 4 May 2026.
Deadlines counted from an event
Within two trading days of the transaction, where the value of the securities traded, whether in one transaction or a series, is more than ₹10 lakh in a calendar quarter. The trading-day count means the date is an estimate here: the engine skips weekends only and does not hold the exchange holiday list.
The rule
Within two trading days of the transaction, where the value of the securities traded, whether in one transaction or a series, is more than ₹10 lakh in a calendar quarter. The trading-day count means the date is an estimate here: the engine skips weekends only and does not hold the exchange holiday list.
Who must comply
- Promoters and members of the promoter group of a listed company
- Directors of a listed company
- Designated persons identified by the company under its code of conduct
- Trading below ₹10 lakh in value in a calendar quarter does not trigger the intimation, though the company may require it under its own code
Statutory basis
Before you file
- Get the contract notes or the demat statement for the trade.
- Add up the value of every trade in the calendar quarter.
- Get the current Form C format from Annexure 1 to the Master Circular.
- Include the trades of immediate relatives, which Reg 6(2) brings into the disclosure.
How to file
- Check whether the traded value passes ₹10 lakh for the calendar quarter.
- Fill Form C with the securities held before and after the trade.
- Give the completed form to the compliance officer within two trading days of the transaction.
- Keep a copy. The company has to retain the disclosure for five years under Reg 6(4).
If you miss it
This intimation goes to the company, not to SEBI, so there is no exchange fine attached to it. SEBI adjudicates a failure under section 15A(b) of the SEBI Act, which allows ₹1 lakh for each day the failure continues, capped at ₹1 crore, where a person required by the regulations to furnish information within a specified time does not do so. Where the facts fit no specific head, section 15HB applies at up to ₹1 crore. The company's own code of conduct usually adds a monetary penalty of its own, and anything the company collects goes to the SEBI Investor Protection and Education Fund.
- The company cannot make its own Reg 7(2)(b) disclosure to the exchange on time if this intimation is late, so one delay produces two breaches
- The company has to report the code of conduct breach to the stock exchange under clause 13 of Schedule B
Recent changes affecting this
Common questions
How long do I have to tell the company about a trade?
Two trading days from the transaction, under Reg 7(2)(a). Trading days, not calendar days, so a trade on a Thursday is usually due on the following Monday.
Does the ₹10 lakh threshold apply per trade?
No. It is the value traded in a calendar quarter, whether in one transaction or a series, so several small trades can cross it together.
Is the manual filing still needed?
For the company's onward disclosure under Reg 7(2)(b), paragraph 4.3.7 of the Master Circular makes manual filing non-mandatory where the system-driven disclosure route works. The intimation to the company under Reg 7(2)(a) is a separate step and the company's code of conduct will still require it.