Debenture trustees must validate and monitor security, report defaults promptly, and use a central monitoring system for investor protection.
The Master Circular consolidates SEBI directions for Debenture Trustees on registration, governance and detailed operational duties: perform and document independent due diligence at issuance, ensure creation and registration of charges, validate and monitor security cover and covenants using a depository hosted Security and Covenant Monitoring System, issue prescribed due diligence and NOC certificates, report payment/default status to CRAs, Exchanges and Depositories, convene investor meetings for enforcement/ICA with defined notice and majority thresholds, maintain Recovery Expense Fund procedures, publish mandated disclosures and complaint data, comply with outsourcing, conflict of interest and FINNET 2.0 reporting requirements.

Infrastructure Investment Trusts (InvITs): SEBI consolidates circulars, centralises compliance, reporting, and procedural requirements for issuers and intermediaries.
SEBI issued a Master Circular consolidating all InvIT-related circulars up to May 15, 2024, effective on issuance and superseding listed circulars. It deems prior actions, applications and proceedings under superseded circulars as valid under the corresponding provisions, maintains extant SEBI directions applicable to InvITs, and requires entities to submit periodic/continuous reports. The Circular compiles operative rules on online filing, public and private issue procedures, disclosure and audit requirements, NDCF computation, governance, investor grievance handling, unclaimed amounts framework and debt/preferential/institutional placement mechanics.

REIT master circular consolidates SEBI rules on filings, public-issue procedures, NDCF, disclosures and unclaimed amounts handling.
SEBI issues a consolidated Master Circular for REITs superseding listed circulars and requiring stakeholders to comply with a consolidated regime covering online filings; public-issue, preferential, institutional placement and rights issue procedures (including merchant banker duties, ASBA/UPI, anchor and strategic investor rules, allotment and listing timelines); dematerialization; governance, audit and continuous financial disclosures (Ind AS, project-wise cash flows, NDCF framework); handling of unclaimed amounts and transfer to IPEF; and interaction and precedence rules with other SEBI Regulations.

KYC validation by KRAs enables portability of client records and conditions access to further transactions.
KRAs must verify PAN, Name and Address of all client KYC records and records verified with official databases and PAN Aadhaar linkage will be treated as Validated Records. Validated Records are portable across intermediaries and need not be re collected by another intermediary. Intermediaries and market infrastructure participants must update systems to implement validation and portability; clients may transact once KYC is completed, while clients whose attributes cannot be verified by KRAs will be restricted from further transactions until verification is achieved.

Certification requirement for key investment team: NISM certification now mandatory for AIF manager eligibility and compliance.
At least one member of the key investment team of an AIF Manager must obtain the NISM Series-XIX-C Alternative Investment Fund Managers certification as an eligibility condition for registration and scheme launches, with transitional compliance required for existing and pending schemes and inclusion of certification compliance in the Manager's Compliance Test Report.

Master Circular consolidates SEBI custodial circulars, rescinds prior circulars with savings and requires continued compliance by custodians.
Master Circular consolidates SEBI circulars applicable to registered custodians, requires continued compliance with other SEBI market-intermediary requirements, rescinds prior circulars listed in Annexure A with savings for actions taken or pending under those circulars, and is issued under Section 11(1) of the SEBI Act, taking effect on issuance and published on SEBI's website.

Registrars to an Issue and Share Transfer Agents: consolidated SEBI rules on registration, investor servicing, QRTA resilience and reporting.
Master Circular consolidates SEBI's regulatory framework for Registrars to an Issue and Share Transfer Agents, prescribing online registration and change of control procedures, mandatory agreements with issuers, record keeping for eight years, Compliance Officer appointment, half yearly certified reporting, and PAN/KYC requirements. It standardizes investor service processes (demat/remat, duplicate certificates, transmission), mandates online portals with URNs, designates RTAs servicing over 2 crore folios as QRTAs subject to enhanced BCP/DR, cyber audits, governance and reporting, and sets detailed operational roles and timelines for public issues, UPI/ASBA reconciliation, and dispute resolution via SCORES and stock exchange arbitration.

Periodic reporting requirement for investment advisers mandates standardized half yearly submissions to IAASB with detailed Annexure disclosures.
SEBI mandates standardized half yearly periodic reporting by Investment Advisers to the IAASB using the prescribed Annexure I; IAASB to operationalize collection and issue a circular. Reports commence for the half year ending March 31, 2024 with initial submission within fifteen days of the IAASB circular and subsequent reports within seven working days after each period end. Annexure I requires detailed disclosures including firm identifiers, branch and bank details, personnel and NISM certification, shareholding, inspection findings, advertisements, complaints publication, client counts, fees by fee mode, AUA, and granular complaints statistics and ageing.

Alternative Investment Funds must follow SEBI's consolidated master circular covering PPMs, reporting, leverage and governance.
SEBI's Master Circular for Alternative Investment Funds consolidates circulars up to March 31, 2024, supersedes the July 31, 2023 Master Circular and rescinds the circulars listed in Annexure 17 while preserving actions and applications under those circulars. It mandates online filing via the SEBI Intermediary Portal, standardized PPM templates with Merchant Banker due diligence and audit, annual Compliance Test Reports, custodial and dematerialisation requirements, reporting obligations, Category III leverage limits (max 2x NAV) and governance, valuation and accredited investor frameworks.

Aadhaar authentication permitted for a reporting entity to operate as sub KUA, subject to SEBI and UIDAI processes.
A specified reporting entity is permitted to use Aadhaar authentication services as a sub KUA for e KYC in the securities market, subject to privacy and security standards under the Aadhaar framework, compliance with SEBI's Master Circular on KYC (October 12, 2023), and any procedures prescribed by UIDAI; KUAs must facilitate the entity's on boarding as a sub KUA.

Administration and supervision of research analysts and investment advisers routed through recognised stock exchanges for enlistment and oversight.
Recognised stock exchanges will be designated as RAASB and IAASB to administer and supervise Research Analysts and Investment Advisers, subject to eligibility criteria and infrastructure requirements. Enlistment with RAASB/IAASB is mandatory for registration applicants; existing registered RAs/IAs are deemed enlisted or processed as specified. SEBI retains core functions of registration and enforcement while RAASB/IAASB will handle initial scrutiny, database maintenance, approvals, monitoring, grievance redressal, and periodic reporting to SEBI.

Portfolio managers must simplify digital onboarding, provide a fee calculator, show enhanced fee disclosures and deliver MITC document.
SEBI requires portfolio managers to simplify digital on boarding-allowing typed/electronically written fee acknowledgements for digital clients and handwritten for physical clients-and mandates a standard digital on boarding procedure. Managers must provide a fee calculation tool incorporating the high watermark, include illustrative one and multi year fee scenarios in the fees annexure where performance fees apply, add a fee calculation annexure to periodic reports, and deliver a Most Important Terms and Conditions (MITC) document to clients. No fees beyond the annexure are permitted; key formats will be issued by the industry association.

Portfolio Management Services distributors must obtain APMI registration and comply with APMI criteria to enable collective industry oversight.
SEBI mandates that all persons or entities distributing Portfolio Management Services obtain registration with the Association of Portfolio Managers in India (APMI), requiring portfolio managers to ensure their distributors are registered in accordance with criteria to be issued by APMI by July 1, 2024; the registration mandate takes effect on January 1, 2025, to enable collective industry-level oversight and ensure compliance with the applicable Code of Conduct under Regulation 23(11).

Dedicated fund manager optional for commodity and overseas mutual fund schemes, subject to expertise and board oversight.
Appointment of a dedicated fund manager for commodity-based mutual funds and for schemes making specified overseas investments is optional; appointed fund managers must have adequate expertise and experience to manage commodities or overseas securities respectively, and the AMC Board is responsible for ensuring compliance and periodic reporting to trustees.

Nomination requirement for jointly held mutual fund folios made optional under the revised compliance framework.
The nomination requirement for mutual fund unit holders is made optional for jointly held mutual fund folios. The circular departs from the earlier requirement that existing individual unit holders, whether holding units solely or jointly, had to either submit nomination details or opt out of nomination by the prescribed deadline, failing which the folios could be frozen for debits. All other nomination-related requirements remain unchanged.

Relaxation in intimation requirement allows direct filing of specified PPM changes with SEBI and exempts LVFs with CEO undertaking.
SEBI permits specified changes to AIF Private Placement Memoranda to be filed directly with SEBI rather than through a merchant banker, enumerating eligible PPM sections and routine updates in Annexure A. Large Value Funds for Accredited Investors are exempted from the merchant banker requirement but must file changes with a CEO and Compliance Officer undertaking in the Annexure B format, confirming due diligence, regulatory compliance, and adequacy of disclosures.

Encumbrance on equity enabling investee debt: allows certain AIFs to encumber equity to facilitate infrastructure project borrowing.
Category I and Category II AIFs may encumber equity holdings in investee companies only to facilitate borrowing by those investee companies for development, operation or management of infrastructure projects listed in the Harmonised Master List. Permission is conditional on explicit PPM disclosure for new schemes, continuity rules tied to prior disclosure and investor consent, restrictions that borrowings be used solely for the stated infrastructure purposes, encumbrance duration not exceeding scheme residual tenure, prohibition on encumbering foreign investees, exclusion of guarantees, compliance with foreign investment norms where applicable, and adherence to implementation and compliance reporting standards.

Dissolution period flexibility for alternative investment funds allows in specie distribution or extended liquidation subject to investor consent.
AIFs may enter a defined dissolution period or distribute unliquidated investments in specie subject to at least seventy five percent investor consent by value and specified procedures. Before consent, the manager must arrange bids aggregating at least twenty five percent of the consolidated value of unliquidated investments and disclose tenure, investment details and indicative bid ranges with valuations by two independent valuers. If the minimum bid threshold is met, dissenting investors may exit from the bid; if not met the AIF may still seek 75% investor consent to enter dissolution. Valuation for benchmarking is the bid value if the threshold is met or one rupee if not, manager performance is reported separately, and remaining unsold assets are mandatorily distributed in specie at dissolution end.

Fit and Proper disclosures on contract notes shifted to regulatory reference URLs, enabling streamlined compliance and bylaw amendments.
SEBI removes the requirement to publish the full text of Regulation 19 on contract notes; in post listing cases, contract notes may instead include a reference to the applicable fit and proper provisions by providing a URL/weblink to Regulation 19 and 20. Stock exchanges must amend bye laws, notify members, disseminate the change on their websites, and report implementation in their Monthly Development Report.

Cross margin extension allows offsetting positions with different expiries under revised spread margins and exchange monitoring.
Extension of cross margin to offsetting derivative positions with differing expiry dates modifies spread margin rates for correlated index-index and index-constituent positions; higher spread margins apply when expiries differ while existing lower margins remain for same-expiry positions. Qualification for index-constituent cross margin requires that all constituent futures share a common expiry. The reduced spread margin is revoked at the start of the earlier-expiring leg when expiries differ. Exchanges and Clearing Corporations must monitor cross margin activity and all other cross margin requirements continue to apply.