Mutual Funds Lite framework introduces a relaxed regulatory regime for passive funds, easing compliance and simplifying disclosures.
The Mutual Funds Lite framework creates a lighter regulatory regime for specified passively managed schemes-index funds, ETFs, FoFs and eligible overseas passive funds-limiting phase one eligibility to designated domestic equity and debt indices, gold and silver ETFs and single-underlying overseas funds. It prescribes sponsor eligibility and conduct safeguards (including private equity sponsor criteria, lock-in of initial capital and restrictions on related-party off-market transactions), reallocates governance duties between trustees and AMC boards with certain trustee committee relaxations, and simplifies disclosure, filing and investment scope while maintaining targeted transparency measures such as tracking difference and Debt Index Replication Factor disclosures.

Integrated Filing consolidates governance and financial quarterly disclosures for listed entities, with specified timelines and auditor restrictions.
Integrated Filing consolidates specified governance and financial periodic filings into two quarterly formats-Integrated Filing (Governance) and Integrated Filing (Financial)-with timelines of 30 days for governance and 45 days (60 days for year-end) for financial filings; it prescribes quarterly disclosure items (including certain acquisitions, low-threshold fines and tax litigation updates), requires quantification of ratified related party transactions in financial filings, updates Master Circular formats into Annexure 1, substitutes Annexure 18A with Annexure 5 for timelines, and clarifies Secretarial Auditor disqualifications and prohibited services.

Cybersecurity and Cyber Resilience Framework compliance extended with regulatory forbearance and data localisation provisions held in abeyance.
The circular clarifies CSCRF compliance: regulatory forbearance is granted for non compliance during the forbearance period if entities can demonstrate meaningful implementation steps and will be given an opportunity to show progress before any regulatory action. Compliance dates for KYC registration agencies and depository participants are extended to a later date, and the Data Localisation provisions of the Data Security Standard (PR.DS.S2) are held in abeyance pending further consultations. The clarifications are effective immediately.

SEBI Master Circular updates trading, margin trading, market making, call auction and OFS frameworks for stock exchanges.
SEBI issues a consolidated Master Circular effective on issuance, rescinding listed prior circulars while preserving prior acts and applications, and consolidating operative rules for exchanges and clearing corporations covering trading (bulk/block deals, circuit breakers, price bands, call auctions, IPO/re listing controls), margin trading (eligibility, margins, collateral, leverage, disclosures), market making and liquidity schemes, settlement and risk management, trade annulment procedures, and the framework for Depository Receipts and related compliance and reporting obligations.

Subscription to non-convertible securities allowed during trading window closure, subject to Board-specified framework and conditions.
Trading window restrictions under the Prohibition of Insider Trading framework shall not apply to subscription to the issue of non-convertible securities where such subscription is carried out in accordance with the framework specified by the Board; this extends the list of transactions already exempted and is effective immediately, with stock exchanges required to notify and disseminate the circular.

Change in control: transfers among immediate relatives and transmissions won't trigger control change, subject to fit and proper checks.
Clarifies that transfer among immediate relatives and transmission of shares in unlisted body corporate intermediaries shall not be treated as change in control; proprietary concerns' transmission that alters legal formation or ownership will be treated as change in control requiring prior approval and fresh registration; partnership firms face non control treatment for inter se transfers in multi partner firms but induction of a new partner or dissolution scenarios in two partner firms will amount to change in control; transferees gaining controlling interest must meet fit and proper criteria.

Public consultation period for draft scheme documents reduced to a shorter minimum, permitting quicker filing of final offer documents.
SEBI reduces the mandatory public display period for draft Scheme Information Documents on which observations have been issued to a minimum of eight working days for receiving public comments on disclosure adequacy, after which AMCs may launch the scheme and file final offer documents (SID and KIM) in line with the Master Circular; certain clauses are modified or deleted and SEBI observation validity remains governed by the Master Circular.

Data sharing policy for research: market data divided into public and restricted baskets, with access rules for accredited researchers.
SEBI requires Stock Exchanges, Depositories and Clearing Corporations to segregate market data into two baskets: a public basket of aggregate, analysed and regulator-mandated disclosure data (including voluminous anonymised datasets shareable for research, with limited free provision and cost-based fees for large or value-added requests), and a non-public basket containing identifiable or re-identifiable information such as KYC, pan-wise trade data, tick-by-tick identifiable logs, holdings and confidential clearing data. MIIs must submit uniform basket lists to SEBI within sixty days, publish sample files and a data-request form, and report implementation within three months.

BRSR Core reporting standardisation: listed entities must follow ISF industry standards to meet disclosure requirements.
Listed entities must follow industry standards, formulated by the Industry Standards Forum (ASSOCHAM, CII, FICCI) under the stock exchanges and published on association and exchange websites, for disclosure of the Business Responsibility and Sustainability Report (BRSR) Core to ensure compliance with Listing Obligations and Disclosure Requirements; stock exchanges are to notify listed entities and ensure compliance, and the guidance is applicable for the financial year 2024-25 and onwards.

Offshore Derivative Instruments restrictions: separate ODI registrations and mandatory look through disclosures for concentrated or large subscribers.
Issuance of ODIs is restricted to separate dedicated FPI registrations ("ODI" suffix) with no proprietary investments, except for ODIs referencing government securities; ODIs may not reference derivatives and must be fully hedged one-to-one with underlying securities (other than derivatives). ODI subscribers meeting specified concentration or size criteria must provide full look through ownership, economic interest and control disclosures to ODI issuing FPIs for submission to Depositories, subject to defined exemptions, validation through an SOP, monitoring by Depositories, prescribed realignment timelines and enforcement consequences for non-compliance. Segregated portfolios are treated individually for compliance and liquidation requirements.

Category I AIF classification confirmed for CDMDF, aligning its backstop role with market development regulatory treatment.
The CDMDF, established under Chapter III C of the AIF Regulations to act as a Backstop Facility for investment grade corporate debt and to enhance secondary market liquidity during stress, is clarified to fall within Category I AIF under Regulation 3(4)(a) of the AIF Regulations; this aligns the fund's market development objective with the regulatory treatment applicable to Category I funds.

ISIN restriction relaxation: converted grandfathered unlisted ISINs excluded from issuer ISIN maturity limits to encourage listing.
Issuers converting unlisted ISINs outstanding as on December 31, 2023 into listed ISINs pursuant to Regulation 62A will have those converted ISINs excluded from the maximum number of ISINs permitted to mature in a financial year under Chapter VIII of the NCS Master Circular, with clause 4A inserted to implement this exclusion to encourage listing of grandfathered unlisted ISINs.

Pro-rata rights required for AIF investors, with limited exceptions, standards for differential rights, and reporting obligations.
Investors in an AIF scheme must hold pro-rata rights to investments and distributions relative to commitments, with exceptions where an investor is excused/excluded, defaults on contribution, or shares returns with the manager/sponsor under agreement. Managers or specified public/development entities may subscribe to subordinate unit classes within limits and safeguards. Existing schemes with priority distribution that lack exemptions shall not accept fresh commitments or make new investments, and any consequent regulatory limit breaches must be recorded in the Compliance Test Report.

Capacity planning mandates enhanced infrastructure and continuous real time performance monitoring for market infrastructure institutions to prevent disruptions.
MIIs must adopt a proactive, future oriented Capacity Planning methodology and a comprehensive Real Time Performance Monitoring framework covering all critical IT systems and interdependent components; obtain SCOT and Board approval; ensure installed capacity exceeds projected peak demand; implement automated monitoring, alerts, asset registers, utilization thresholds, dedicated alert response teams, regular stress testing and vendor SLA provisions; and submit revised guidelines to the regulator within the prescribed timeframe.

Optional T+0 rolling settlement expands eligibility and participation, enabling parallel trading with T+1 under operational safeguards.
Expansion of an optional T+0 rolling settlement permits trading alongside T+1 by widening eligible scrips to a phased top 500 market capitalisation list, allowing all brokers to participate and to levy differential brokerage within limits, and obliging Qualified Stock Brokers, custodians and Market Infrastructure Institutions to implement systems for investor participation. A morning Block Deal window for T+0 will be available, MIIs must publish operational guidelines and FAQs, and provide fortnightly reports; phased applicability and modification of prior circular provisions are specified.

Due diligence document repository required - merchant bankers must upload issue-related records to exchange platforms within specified timelines.
Merchant bankers must upload due diligence records and documents relied upon in public issue management to a stock-exchange operated Document Repository platform, using individual login credentials, ensuring documents are relevant, complete and legible, and enabling supervisory access by the regulator. Documents are to be uploaded to the repository of an exchange where listing is proposed and other exchanges informed; specified timelines for uploads apply after filing draft offer documents and after listing. Preservation obligations under merchant banker regulations remain applicable and the requirements cover draft offer documents filed on or after the effective date for mainboard and SME listings.

Depositories and DPs: consolidated rules on PAN/KYC, e KYC, SARAL accounts, DIS standards, cyber resilience and CAS.
Master Circular consolidating SEBI circulars for depositories up to 30 September 2024 into four sections (BO Accounts; DP related; Issuer related; Depositories related). It declares PAN as the primary market identifier, permits voluntary Aadhaar e KYC via KUA/KSA, prescribes SARAL AOF and uniform KYC, sets online demat account opening/closure rules, DIS standardisation and e DIS mandates with depository level authentication, records all encumbrances/NDUs in the depository system, mandates cyber security/incident SOPs and AI/ML reporting, and establishes CAS, fee, deactivation/reactivation and other operational and investor protection procedures.

Shared contact information permitted for family and authorised persons, subject to client written request and required entity approvals.
SEBI permits stock brokers, on specific written client request, to upload the same mobile number or e mail for multiple clients where clients are family members (self, spouse, dependent children and dependent parents) or where a client is the authorised person of an HUF, partnership, trust or corporate as defined by prior approval, partner consent, trust resolution or board resolution. Exchanges must notify members, update websites, amend bye laws and implement the change immediately while other circular provisions remain effective.

Business continuity for interoperable trading venues: invoke alternative venue hedges and reserve contracts within prescribed timelines.
Mandates Business Continuity for interoperable exchange segments by enabling participants to hedge open positions on alternative trading venues through interoperability and netting where identical or correlated products exist, requires creation of reserve contracts for exclusively listed scrips and consideration of correlated index products where absent, and prescribes notification and invocation timelines plus a joint Standard Operating Procedure detailing roles, systems changes, and rule amendments to be implemented and reported to the regulator.

Mark-to-market valuation for repo transactions requires agency pricing, aligning repo valuation with other money market instruments.
Repos, including tri-party repos with tenor up to thirty days, shall be valued on a mark-to-market basis rather than cost plus accrual; short-term bank deposits pending deployment remain on cost plus accrual. Valuation for all repos except overnight repos, and for money market and debt securities, must be obtained from AMFI-empanelled valuation agencies as the average of security-level prices. If agency prices are unavailable for a new security not held by any mutual fund, it may be valued at purchase yield or purchase price on the date of allotment or acquisition.