Its time to watch the dogs!

He couldn’t trust his eyes anymore! What the hell is happening? What transpired to the governance system which was cherished, preached and propagated throughout my long and laudable career? Tip of his nose started sweating, on the thought of the consequence of non-compliance and its aftermaths, even though the Samsung 3-ton AC of the room is set to 21 degrees, which is three degrees below the standard norms given Ministry of Power (Bureau of Energy Efficiency). Leaning on-to his plush-like chair and tightly holding on its profuse arm support, he closed his eyes and maintained that position, with calmness and stillness of the Statue of Unity but with a fast-beating heart and trembling lips, for next few minutes. He could hear the ticking sounds of the Classic Titan wooden wall clock hanging on the left wall of the Board room and the same resembled the rhythm of his heart and shallow breath. He, T.R Srinivasan, the head of the compliance of Reliable Energy Conglomerates Limited, one of the leading multi-disciplinary corporate houses in India, anymore can think about the reputation loss that is going to happen to his beloved organisation due to a minor glitch, though not wilful, that is going to happen. In these 35 years of his praiseworthy career, he never faced such a situation ,where a delay from his end is going to create havoc on an organisation. The Men-in-suits, the directors of the Company had just left the room after an hour long tedious and tiring board meeting, thanks to many heavy weight decisions taken, which is demanding a hefty and timely compliance.


The most valuable commodity I know is the information”- the dialogue of the 1987 Wall Street movie Gordon Gekko, had trembled upon his memories from nowhere and that had suddenly put him back to the reality . Yes , I have to act as fast as possible, T.R Srinivasan sighed and got on to his foot. In the initial days of his career, the information was being passed on to the regulators through phones and fax machines, where pages of documents were faxed to the office of the regulators on a timely fashioned manner. The said data which is of secretive nature carried lot of information in it which can influence the price of the shares that are being traded in the browses-NSE and BSE. He , being an apostille of corporate compliance and governance, was very particular about the compliance and had always educated his board about the sensitivity in dealing with unpublished price sensitive information. Without taking any conscious effort, the Unpublished Price Sensitive Information, as defined under Reg 2(1)(n) in the SEBI (Prohibition of Insider Trading Regulations), 2015 regurgitated to his mind and that had dragged his thoughts to the urgent requirement of informing the decision taken by the Board to de-merge one of a profit-making unit to the Company and amalgamate the same with a Company where one of the Directors is having substantial interest.


He, being a stalwart in corporate compliance, was very much aware about the sensitive ears and sharp eyes of the market regulator, -SEBI, passionately called as ‘Market Watch Dog’, which is having highly efficient and intelligent algorithms to trace even a minuscule market fluctuation, driven through unpublished price sensitive information. Though it was a normal day for him, due to the unprecedented and never before expected server failure in one of the Google Cloud Servers, his compliance team was unable to send the price sensitive information regarding the demerger to the National Stock Exchange and Bombay Stock Exchange, where the Gods of Compliance are having its heavenly abodes. Finally, he, the legendary personality in the Corporate compliance arena, a solution provider , guide and a mentor to many, took a bold decision to drive his Audi Q7 2015 model through the bustling roads of Mumbai and rushed to the office of National Stock Exchange of India Ltd located at Exchange Plaza, Plot no. C/1, G Block, Bandra-Kurla Complex Bandra (E) Mumbai - 400 051. While driving his Q7 through the heavy traffic, his mind came to normalcy, as he was going to reach the NSE in next 5 minutes, which is ahead of the deadlines given by the Stock Exchange authorities to file the Unpublished Price Sensitive Information.


He made a sigh of relief on getting the good news from his associates, who ran to the offices of BSE and SEBI to file the same information with those regulators, and then walked through the corridors of NSE, the India’s largest and mightiest Stock Exchange, feeling proud about his commitment and passion towards his profession.

At the same time, behind few walls, in her cosy room, Mrs. Chitra Ramakrishna, Chairman and Managing Director of National Stock Exchange, was busy in drafting an email to ‘Shiromani- an Enlightened Yogi from Great Himalayas, to check about the next action to be taken for strengthening the Compliance and Governance system of the Nation. Suddenly, T.R Srinivasan, the great and unfaltering professional of his times stumbled upon something which was lying flat on the floor, which was none other than the Corporate Watch Dog-SEBI!!



Bijoy P Pulipra

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