Thursday, November 24 2005 16:13 Hrs (IST) - World Time -

New Delhi: Market regulator SEBI today (Nov 24, 2005) ruled out dilution or extension of December 31 deadline for India Inc to abide by corporate governance norms, unless Parliament amends Companies Act to provide some respite to listed firms.

"There will be no extension of last date come hell or high water. There will be no dilution (of Clause-49 of Listing Agreement)," SEBI Chairman M Damodaran said at a conference orgainsed by Institute of Company Secretaries of India.

However, he made it clear that if an enacted law is "inconsistent" with the Listing Agreement, then the enacted law will prevail and SEBI will dilute its norms accordingly.

"If Parliament in its own wisdom decides to amend a law, we may then amend the Listing Agreement," he said, referring to the proposed amendments in the Companies Act.

Otherwise, SEBI will not amend its norms just on the basis of committee report or draft legislation, he said.

Warning big corporates including PSUs who figure in Fortune-500 list, he said size of a company will not be a defence and could attract stiff penalties or face de-listing of their shares from bourses if they do not comply with corporate governance norms laid down in Clause-49 of Listing Agreement.

Clause-49 envisages at least 50 per cent of directors in a company board should be "independent". Listed companies have to appoint the requisite number of independent directors by December 31, 2005.

Referring to a PSU that was yet to induct the required number of independent directors in its board, the SEBI chief said: "Between March and December, they had all the time to address this. If it is a Fortune-500 company, it should have done it within this time".