Proventus Agrocom Amends Code of Practices for Fair Disclosure of UPSI Under SEBI Insider Trading Regulations
Proventus Agrocom Limited's Board of Directors approved the third version of its Code of Practices and Procedures for Fair Disclosure of UPSI on May 15, 2026, aligning it with SEBI (Prohibition of Insider Trading) Regulations, 2015 amendments dated June 10, 2025. The amendment was made on the Audit Committee's recommendation and intimated to the National Stock Exchange under Regulation 8(2). The Code covers a broad range of UPSI categories and mandates the appointment of a Chief Investor Relations Officer to oversee fair and uniform disclosure. The amended Code has been published on the company's official website.

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Proventus Agrocom Limited's Board of Directors approved amendments to its Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI) at their Board meeting held on May 15, 2026. The amendment was made on the recommendation of the Audit Committee and was intimated to the National Stock Exchange of India Limited in compliance with Regulation 8(2) of the SEBI (Prohibition of Insider Trading) Regulations, 2015. The amended Code has also been hosted on the company's official website.
Code Version History
The amended Code represents the third version since its initial adoption. The following table outlines the revision history of the document:
| Version: | Date | Notes |
|---|---|---|
| 1.0 | March 21, 2023 | First version of the document |
| 2.0 | March 05, 2025 | To align with amendments in SEBI PIT Regulations 2015 dated December 04, 2024 |
| 3.0 | May 15, 2026 | To align with amendments in SEBI PIT Regulations 2015 dated June 10, 2025 |
The Code came into force from March 21, 2023, and each subsequent version has been updated to reflect regulatory changes issued by SEBI.
Scope of Unpublished Price Sensitive Information
The amended Code provides a comprehensive definition of Unpublished Price Sensitive Information (UPSI), covering information relating to the company or its securities that is not generally available and, upon becoming available, is likely to materially affect the price of the company's securities. The Code specifies that UPSI ordinarily includes, but is not restricted to, the following categories:
- Financial results
- Dividends
- Change in capital structure
- Mergers, de-mergers, acquisitions, delisting, disposals, expansion of business, and award or termination of orders/contracts not in the normal course of business
- Changes in key managerial personnel (other than due to superannuation or end of term), and resignation of a Statutory Auditor or Secretarial Auditor
- Change in rating(s), other than ESG rating(s)
- Fund raising proposed to be undertaken
- Agreements that may impact the management or control of the company
- Fraud or defaults by the company, its promoter, director, key managerial personnel, or subsidiary, or arrest of key managerial personnel, promoter or director
- Resolution plan/restructuring or one-time settlement in relation to loans/borrowings from banks/financial institutions
- Admission of winding-up petition or insolvency resolution proceedings under the Insolvency and Bankruptcy Code, 2016
- Initiation of forensic audit and receipt of final forensic audit report
- Actions or orders passed by any regulatory, statutory, enforcement authority or judicial body against the company or its directors, key managerial personnel, promoter or subsidiary
- Outcome of any litigation(s) or dispute(s) which may have an impact on the company
- Giving of guarantees or indemnity or becoming a surety for any third party, not in the normal course of business
- Granting, withdrawal, surrender, cancellation or suspension of key licenses or regulatory approvals
Principles of Fair Disclosure and Oversight
The Code outlines key principles that the company shall follow to ensure fair and equitable disclosure of UPSI. These include prompt public disclosure of UPSI as soon as credible and concrete information comes into being, uniform and universal dissemination to avoid selective disclosure, and appropriate responses to queries on news reports and market rumours from regulatory authorities.
The Code mandates the designation of a senior officer as the Chief Investor Relations Officer (CIRO) to oversee the dissemination and disclosure of UPSI. The CIRO is responsible for ensuring timely, adequate, and universal disclosure to stock exchanges, analysts, shareholders, and media, as well as educating employees on disclosure policies and procedures. In cases of accidental disclosure of UPSI without prior approval, the responsible person is required to immediately inform the CIRO, who will then promptly disseminate the information to make it generally available.
Disclosure to Analysts and Institutional Investors
The Code specifies that only public information may be shared with analysts, research personnel, and institutional investors. No person, except those authorized by the CIRO, is permitted to disclose information relating to the company's securities to such parties. To prevent misquoting or misrepresentation, the Code recommends that at least two company representatives be present at meetings with analysts or institutional investors, and that discussions be preferably recorded. Transcripts or records of proceedings from analyst meets and investor relations conferences are to be posted on the company's official website.
Medium of Disclosure
The Code requires the company to ensure prompt disclosure to the stock exchanges where its securities are listed. Dissemination of information may be carried out through various media to achieve maximum reach, including the company's official website. The company is also required to promptly intimate any future amendments to this Code to the relevant stock exchanges, as mandated under the Insider Trading Regulations. The intimation for the current amendment was signed by Durga Prasad Jhawar, Managing Director and CEO of Proventus Agrocom Limited.
Historical Stock Returns for Proventus Agrocom
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| +0.55% | +12.00% | +29.67% | +30.90% | +58.65% | +62.95% |
How might Proventus Agrocom's strengthened UPSI disclosure framework influence investor confidence and trading volumes in its securities going forward?
What further regulatory changes from SEBI regarding insider trading are anticipated that could necessitate a Version 4.0 of Proventus Agrocom's Code in the near future?
How effectively can smaller listed companies like Proventus Agrocom enforce the dual-representative and recording requirements during analyst meetings, and what compliance challenges might emerge?


























