Private Placement Memorandum audit standardization requires standardized reporting and online submission via SEBI portal.
AIFs must carry out an annual Private Placement Memorandum (PPM) Audit Report and submit it to trustees/boards, managers and SEBI within the Master Circular timelines. SEBI mandates a standardized reporting format, to be hosted by AIF associations, and requires online submission via the SEBI Intermediary Portal. Audit of specified PPM sections-Risk Factors; Legal, Regulatory and Tax Considerations; Track Record of First Time Managers; Illustration of Fees and Expenses; and Glossary and Terms-is optional. The format will be reviewed periodically by the pilot SFA in consultation with SEBI and revisions published by associations.

Aadhaar e-KYC Authentication: authorised entities may be onboarded as sub-KUAs to provide investor KYC authentication services.
Specified entities are authorised to use Aadhaar e-KYC authentication services as sub-KUAs for resident investor KYC in the securities market. These entities must be onboarded as sub-KUAs through KUAs, follow the onboarding and operational processes prescribed in the KYC master circular and by the authentication provider, and comply with the Prevention of Money Laundering Act framework and related notifications. Registered intermediaries and exchanges must recognise and facilitate integration of these sub-KUAs and ensure adherence to the prescribed procedures.

T+0 rolling settlement optional beta launched to shorten settlement timelines while preserving surveillance and risk controls.
Introduction of an optional Beta T+0 rolling settlement alongside T+1 for a limited set of 25 scrips and a limited number of brokers; all investors may participate if they meet MIIs' timelines, processes and risk requirements. Surveillance measures applicable to T+1 apply to T+0. Trading will be one continuous session; T+0 prices will be excluded from index and settlement price computation; no netting of pay-in/pay-out obligations between T+1 and T+0. MIIs must publish operational guidelines, FAQs, lists of scrips and brokers, provide fortnightly progress reports, implement systems and amend rules as required.

Safeguards for dematerialised securities transfers require DP verification and DIS issuance limits to prevent unauthorised transfers.
Measures require DPs to prohibit pre signed or blank DIS, cancel unused DIS upon loss notification, limit and condition issuance of loose DIS to in person signing, and verify signatures and transaction authenticity. For inactive/dormant accounts, replacement DIS booklets must be delivered to registered addresses and authorised by a Compliance Officer; mandatory recorded phone verification of BOs and senior authorisation are required before transfers. Active accounts face mandatory verification when all holdings across multiple ISINs are transferred, with verification details recorded and senior authorisation obtained.

FPI concentration exemption limits disclosure obligations where majority Indian equity is in a corporate group without an identified promoter.
SEBI exempts FPIs from additional disclosure obligations where majority Indian equity AUM is concentrated in a corporate group whose apex company has no identified promoter (with Depositories publishing such apex companies), provided the FPI's group holding excluding the apex company stays below the concentration threshold and the composite holdings of eligible FPIs in the apex company remain below a capped cumulative limit. Custodians and Depositories must track and publicise utilisation of the capped limit daily. If the capped limit is met, prospective investments by such FPIs must be realigned within a short trading-window or the FPIs must make the mandated additional disclosures, provided the capped limit persists through that window.

Aadhaar e KYC authentication permitted for newly notified reporting entities as sub KUAs enabling securities market KYC onboarding.
Permission is granted for specified reporting entities to undertake Aadhaar authentication as sub-KUA for customer on boarding in the securities market, subject to compliance with applicable privacy and security standards and the procedural framework for e KYC. These entities must follow the processes set out in SEBI's Master Circular on KYC and any UIDAI prescriptions, and KUAs are to facilitate their on boarding as sub KUAs to provide Aadhaar authentication for KYC purposes.

Repeal of grandfathering for excess private placements rescinds earlier refund relief and imposes a limited transition period.
SEBI has rescinded prior circulars that allowed issuers who issued securities to more than the permitted number of investors (over 49 up to 200) to avoid penal action by offering a refund option; the repeal becomes effective six months from this circular, without prejudice to prior actions. The relief remains available only to issuers who complete required procedures and submit the prescribed certificate within the six month transition; thereafter such cases will be dealt with under extant applicable laws and stock exchanges must disseminate the circular.

Simplified Offer Documents: extended compliance timeline allows phased transition and mandatory updation with website disclosure.
SEBI extends timelines for implementation of the simplified format for SID/KIM/SAI: updated formats apply from June 1, 2024; draft or recently filed SIDs may use the old format if updated per SEBI timelines; existing SIDs must be updated by June 30, 2024 with data as of May 31, 2024. The half yearly update for the period ending March 31, 2024 may be completed by June 30, 2024. All revised SIDs must be published on SEBI, AMFI and AMC websites within the prescribed timelines.

Qualified Stock Broker designation expanded to include compliance, grievance redressal and proprietary trading criteria-affects annual obligations.
The QSB framework is expanded by adding proprietary trading volumes, compliance score, and grievance redressal score to the existing designation parameters. Brokers' percentage shares in each parameter are compared to aggregate industry totals and threshold rules determine QSB status; separate cutoffs for compliance and grievance scores permit designation of a limited number of brokers. Designations are updated annually based on year end values, delisted brokers remain subject to enhanced obligations for a further transition period, voluntary QSB enrollment is permitted, and stock exchanges must publish lists and amend rules.

SCRA goods notification updates eligible underlyings for commodity derivatives, requiring exchanges to amend rules and report implementation.
Ministry of Finance notifications dated March 01, 2024 revise the list of goods under the Securities Contracts (Regulation) Act, expanding derivative-eligible underlyings by adding thirteen goods and metal alloys; SEBI updates the Master Circular references to the new notification and directs recognised exchanges and clearing corporations to amend bye-laws, disseminate the circular to members and on websites, and report implementation to SEBI.

FATCA and CRS centralization at KRAs streamlines reporting; intermediaries must upload client certifications and ensure compliance.
Intermediaries who are reporting financial institutions must upload FATCA and CRS client self certifications onto KRA systems from July 01, 2024; certifications obtained earlier must be uploaded within 90 days of implementation. Intermediaries remain responsible for obtaining and reporting certifications, must confirm their reasonableness using account opening and PMLA documentation, and must update certifications on client notification. KRAs shall develop coordinated systems and uniform guidelines in consultation with SEBI.

Pricing methodology: privately placed InvIT institutional placements floor set at NAV per unit; public InvITs retain market-based floor.
SEBI distinguishes pricing for institutional placements: public InvITs must price at not less than the average of weekly high and low of closing market prices for the two weeks preceding the relevant date, with a permissible discounted price subject to unitholder approval; privately placed InvITs must price at not less than the NAV per unit based on a full valuation of all existing assets under the InvIT Regulations. The circular takes immediate effect.

Return of draft offer document for non compliant disclosures requires remedial resubmission and public disclosure by the issuer.
Guidelines require return of draft offer documents that fail disclosure and presentation standards under Schedule VI of the ICDR Regulations, need substantial revision, face corrective regulatory interpretation, show inconsistencies, or involve material concerns from other regulators or litigation affecting eligibility. Resubmitted drafts must address the specific deficiencies, comply with ICDR and other laws, may incur fees for subsequent changes under Schedule XVI, and must be publicly announced as resubmissions with sectoral regulator intimation where applicable.

Verification of market rumours extended; compliance timeline for top listed entities postponed to allow industry standards finalisation.
The circular defers the effective compliance timeline for the proviso to Regulation 30(11) of the LODR Regulations, extending the period before specified listed entities must mandatorily verify and confirm, deny or clarify market rumours, to allow finalisation of industry standards and required amendments to the Regulations under powers exercisable under Section 11 of the SEBI Act read with Regulation 101 of the LODR Regulations.

Regulatory reporting obligations by DDPs and custodians centralized on SI Portal with mandated monthly, quarterly and annual filings.
SEBI requires DDPs and custodians to submit specified regulatory reports on the SEBI Intermediary Portal to standardise compliance; covered reports include DDP internal controls audits, custodians' expert system reviews, audited annual reports with net worth certificates, AI/ML reports, custodian quarterly reports and multiple FPI-related disclosures. Reports must follow prescribed monthly, quarterly, half-yearly and annual periodicity, with monthly and quarterly uploads due within fifteen calendar days after period end; formats will be provided by the Custodians and DDPs Standard Setting Forum and must be published by DDPs and custodians.

Offer for Sale to employees: promoters may use stock exchange mechanism for employee share allocations under prescribed procedural safeguards.
Offer for Sale to employees may be conducted through the stock exchange mechanism as an additional option. Employee bids occur under a new "Employee" category on T+1 day alongside retail, with reserved shares disclosed in the OFS notice; bids are placed at the retail cut-off price subject to any discount, employees pay 100% upfront margin, bids are segregated and not displayed, allotment is based on PAN details supplied on T-1 day, and promoters must transfer total OFS shares including the employee portion to the designated clearing corporation on T-1 day.

Voluntary freezing of trading accounts for suspected misuse to be standardised, with broker procedures and re enablement safeguards.
SEBI directs a standardized framework for voluntary freezing/blocking of online trading account access on clients' requests, to be drafted by the Brokers' Industry Standards Forum under stock exchanges. The framework must specify request modes, acknowledgement procedures, processing timeframes, Trading Member actions upon receipt, re-enablement processes, and client communications. Stock exchanges must ensure implementation, amend bye-laws and establish reporting requirements, and submit a compliance report to SEBI, imposing operational and compliance obligations to protect investor interests.

Client collateral monitoring: reporting streamlined, certain broker reports discontinued while G Principle retained and exchanges must implement.
SEBI discontinues certain broker reporting requirements and deletes Clause 15.5.2 and Tables 5-7 of the master circular, while modifying Clause 15.5.3 to reiterate the G Principle: available funds with the broker and clearing entities must always be equal to or greater than clients' ledger funds. Exchanges must implement the circular immediately, notify brokers, publish the changes, jointly issue operational guidelines and an SOP within 15 days, amend relevant bye laws and report implementation status to SEBI monthly.

Dematerialisation requirement: AIF investments must be held in dematerialised form and custodians appointed, with reporting obligations.
AIFs must hold any investment made on or after October 1, 2024 in dematerialised form; pre-existing investments are exempt except where the investee is legally mandated to dematerialise or the AIF (alone or with certain intermediaries) exercises control, in which case those investments must be dematerialised by January 31, 2025. Custodians registered with SEBI must be appointed before a scheme's first investment; specified existing Category I and II schemes must appoint custodians by January 31, 2025. The SFA, with SEBI, will set reporting standards for managers and custodians, which must be adopted and reflected in quarterly reporting and Compliance Test Reports.

Foreign investment in AIFs: AML and beneficial owner residency rules require suspension of further capital drawdowns when conditions fail.
The investor, or its beneficial owner as determined under the amended Prevention of Money Laundering Rules, must not be on the United Nations Security Council Sanctions List and must not be resident in jurisdictions identified by the Financial Action Task Force as having strategic AML/CFT deficiencies or insufficient progress addressing those deficiencies; if an already on boarded investor fails this condition, the AIF manager must not draw down further capital from that investor until the condition is met.