PNB Housing Finance Limited has formally updated its ‘Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information’ (UPSI). This update, approved on February 27, 2026, aligns with necessary regulatory amendments. The code governs how the company handles and disseminates critical, non-public information. Key updates include refining procedures for disclosure, establishing the CIRO’s role, and detailing principles for information sharing on a need-to-know basis to maintain market fairness.
Formal Review and Approval of Disclosure Code
PNB Housing Finance Limited has issued an intimation regarding the adoption of an amended ‘Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information’ (UPSI). This revision was made pursuant to applicable regulations concerning insider trading. The latest version, designated as V7.0, was approved on February 27, 2026, following revisions made by the Company Secretary (CS) and approved by the Board of Directors.
Core Principles of Fair Disclosure
The Code emphasizes that all disclosures of Material Information must adhere to several fundamental principles:
- Information dissemination must be uniform, primarily through press releases to stock exchanges.
- Disclosures must be made in a timely manner and be complete in all material respects, avoiding misleading statements.
- Immediate correction is required if the Company discovers a material error or omission in an earlier disclosure.
- In specific circumstances, disclosure may be temporarily withheld if its immediate release would be unduly detrimental to the Company, such as prejudicing ongoing negotiations in a corporate transaction.
Handling of Material Information (UPSI)
Material Information is broadly defined to cover outcomes likely to materially affect security prices. This includes, but is not limited to:
- Financial results and dividend declarations.
- Changes in capital structure, including mergers or acquisitions.
- Initiation of key corporate actions like restructuring, forensic audits, or legal proceedings that could impact management or control.
- Updates on ratings from agencies (excluding ESG ratings).
Designated Personnel and Sharing Protocols
The Chief Financial Officer (CFO) serves as the primary Chief Investor Relations Officer (CIRO) responsible for the dissemination of UPSI. In the CFO’s absence, the Company Secretary assumes this responsibility.
Need-to-Know Basis
The sharing of UPSI is strictly limited to ‘legitimate purposes’ in the ordinary course of business. Parties considered ‘insiders’ upon receiving this information include regulators, auditors, credit rating agencies, bankers, and legal advisors. Employees are explicitly warned against discussing Material Information in public forums, social media, or where it might be overheard.
Digital Database Maintenance
The company is required to maintain a structured digital database containing details of all persons with whom information is shared. This database must be preserved for a minimum of eight (8) years following the completion of relevant transactions.
Source: BSE
