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Circulars
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Maintenance of current accounts in multiple banks by Stock Brokers
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Multiple bank accounts for client funds: brokers may hold segregated client and settlement accounts across banks subject to exchange limits.
Stock brokers must segregate client, settlement and other exchange-mandated monies into distinct bank accounts and may maintain current accounts in multiple banks to facilitate fund settlement, provided they observe any maximum limits prescribed by exchanges or the regulator and use each account exclusively for its defined purpose.
Investment/ trading in securities by employees and Board members of AMC(s) and Trustees of Mutual Funds
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Insider trading controls: updated clearance, cooling off and disclosure rules govern AMC employees' and trustees' securities transactions.
Regulatory controls require prior written clearance by the Compliance Officer for secondary-market transactions by defined Access Persons, mandate a non-speculation expectation including a 30-calendar-day rule on round-trip trades, prescribe a recorded pre-clearance process, and allow limited sale-only relaxations of the cooling off restriction subject to holding-period, frequency and non-possession of material non-public information conditions; disclosures of transactions, annual holdings and declarations against front running and self dealing are mandatory and Boards must review compliance.
Guiding Principles for bringing uniformity in Benchmarks of Mutual Fund Schemes
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Benchmarking of mutual fund schemes: two-tier total-return index framework standardizes category and style-specific benchmarks, with AMFI publication and phased applicability.
Mandates a two-tier benchmarking framework for mutual fund schemes: a mandatory first tier comprising a single broad market benchmark per index provider representative of the scheme category, and an optional second tier of bespoke benchmarks reflecting a fund manager's investment style. Requires all benchmarks to be Total Return Indices and prescribes single-benchmark approaches for hybrid, thematic, index funds, ETFs and specified treatment for fund-of-funds. Directs AMFI to publish first-tier benchmarks and debt-scheme benchmarks under the Potential Risk Class Matrix, with phased applicability.
Amendment to SEBI Circular pertaining to Investor Protection Fund (IPF)/ Investor Service Fund (ISF) and its related matters
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Determination of legitimate claims: claims against defaulting members go to MCSGFC for sanction; excess pursued outside exchange.
Claims against members declared defaulters must be placed before the Member Core Settlement Guarantee Fund Committee (MCSGFC) for sanction and ratification; the MCSGFC's advice on legitimate claims shall be sent to the IPF Trust for immediate disbursement, and if the sanctioned amount is less than the claim or exceeds IPF coverage, the investor may pursue arbitration or other legal forums outside the exchange for the balance.
Amendment to SEBI Circulars pertaining to Investor Grievance Redressal System and Arbitration Mechanism
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Investor grievance arbitration: exchanges may relocate proceedings for large awards and set staged interim relief from IPF.
Exchanges need not form exclusive appellate arbitration panels but must ensure members who adjudicated a matter at arbitration are not appointed to its appellate panel. Parties may request shifting of arbitration to a metro for awards above a prescribed threshold, with additional costs borne by the requesting party. The circular prescribes staged interim relief releases from the Investor Protection Fund where client-favourable orders or awards arise and limits cumulative interim relief; fees for late claim filings are to be deposited into the IPF. Exchanges must amend bye-laws and report implementation.
Modalities for filing of placement memorandum through a Merchant Banker
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Due diligence by Merchant Banker required for AIF placement memorandum filing, including certification and annual change intimation.
AIFs must file placement memoranda through a SEBI-registered Merchant Banker who shall independently exercise due diligence on all disclosures, provide a prescribed due diligence certificate at the time of filing and for annual intimations of changes, and disclose the Merchant Banker's details in the placement memorandum; Merchant Bankers must follow Annexure A/B formats and accompanying annexure checklists cross-referencing compliance with applicable AIF Regulations, and may not be associates of the AIF, its sponsor, manager or trustee.
Transmission of Securities to joint Holder(s)
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Transmission of securities to surviving joint holders: RTAs must effect transfer under company law unless articles provide otherwise.
Registrars to an issue and share transfer agents must transmit securities to surviving joint holder(s) in accordance with clause 23 of Table F and section 56(2) and 56(4)(c) of the Companies Act, 2013; RTAs should not withhold transmission due to counterclaims by legal representatives of a deceased holder, except where the company's Articles of Association provide otherwise, and must act to protect investor interests consistent with listing obligations.
Streamlining issuance of SCORES Authentication for companies intending to list their securities on SEBI recognized stock exchanges
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SCORES authentication: online credential issuance for companies seeking securities listing, requiring a compliance officer declaration.
An online mechanism is introduced for issuance of SCORES authentication to companies intending to list securities; applicants must complete the SCORES online form and attach a Compliance Officer/Dealing Officer declaration (DRHP submission for Main Board or listing application/in principle approval for SME/Debt platform). Credentials will be sent to the e mail of the Compliance/Dealing Officer; physical Form A submission is no longer required. An instruction document accompanies the form to guide companies.
Revised Formats for Limited Review/ Audit Report for issuers of nonconvertible securities
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Revised reporting formats require issuers of listed nonconvertible securities to use specified audit and limited review templates and file quarterly results.
The circular mandates adoption of standardised limited review and audit report formats for issuers of listed nonconvertible securities pursuant to amendments requiring quarterly financial results including balance sheet and cash flow disclosures; it provides six annexed templates for various entity types (including separate templates for banks, NBFCs, and consolidated results), makes the revision effective immediately, supersedes prior circulars for such issuers, and requires stock exchanges to notify and disseminate the formats.
Minimum percentage of trades carried out by mutual funds through RFQ platform
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RFQ trading minimums: mutual funds must route a larger share of corporate bond and commercial paper trades through RFQ platform.
Mutual funds must, on a monthly basis and measured on a rolling three month average excluding Inter Scheme Transfers, execute at least 25% of corporate bond trades and at least 10% of commercial paper trades by value through one to many mode on stock exchanges' RFQ platform; other prior conditions remain unchanged and contract notes from brokers are permitted for OTO and OTM RFQ transactions.
Amendments to manner and mechanism of providing exit option to dissenting unit holders pursuant to Regulation 22(6A) and Regulation 22(8) of SEBI (Real Estate Investment Trusts) Regulations, 2014 (“SEBI (REIT) Regulations”)
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Exit option enhancements require expedited notices, Letter of Offer filing, escrow, tender timetable, and enhanced price for dissenting unit holders.
Amendments prescribe that where an open offer triggers Regulation 22(6A) or 22(8), the relevant date is the public announcement date; establish a two notice regime with strict timelines for Manager notifications, unit holder voting, intimation of dissenting unit holders, dispatch of a Letter of Offer by the Lead Manager, creation of an escrow prior to the tendering period, a seven day post intimation start and five day tender period, payment within three working days of tender close, and reporting obligations; and require the exit option price to be enhanced at ten per cent per annum for the period between the first and second notice.
Amendments to manner and mechanism of providing exit option to dissenting unit holders pursuant to Regulation 22(5C) and Regulation 22(7) of SEBI (Infrastructure Investment Trusts) Regulations, 2014 (“SEBI (InvIT) Regulations”)
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Exit option price enhancement and prescribed timeline apply where an open offer triggers an acquisition affecting dissenting unit holders.
Amendments specify that where an acquisition or sponsor change under Regulation 22(5C) or 22(7) is triggered by an open offer, the relevant date is the public announcement date and a detailed timeline applies: first notice with the public announcement, immediate exchange intimation by the investment manager, a second notice seeking unit holder approval with confirmation to provide an exit option, convening and concluding voting within prescribed cut-offs, issuance of a Letter of Offer and creation of an escrow prior to tendering, a defined tendering window, payment to accepted dissenting unit holders shortly after tender closure, and reporting obligations. The exit option price is enhanced by an annualised ten percent for the period between first and second notices.
Revised Formats for filing Financial information
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Quarterly financial disclosure requirement mandates revised reporting formats and prompt disclosure of reasons for delayed financial results.
Issuers of listed non convertible securities must file quarterly financial results in revised formats reflecting Schedule III profit and loss items and security details for secured debt; half yearly statements of assets and liabilities and cash flows (indirect method) are required with current and corresponding period columns, and entities must disclose reasons for any delayed or non submission of results to stock exchanges within one working day.
Discontinuation of usage of pool accounts for transactions in units of Mutual Funds on the Stock Exchange Platforms
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Discontinuation of pooling: mutual fund transactions must use direct investor pay in/pay out and direct unit crediting.
Pooling of funds and units by stock brokers/clearing members for mutual fund transactions is discontinued; pay in/pay out must be received from and made to investor accounts directly by the clearing corporation, and units must be credited/debited directly to/from investors' demat or folio accounts. Stock brokers/clearing members must not accept or handle investor funds or units in proprietary or pool accounts nor accept mandates or payments in their own name, while AMCs remain responsible for PMLA compliance and may use clearing corporations to validate investor source bank accounts.
Circular on Mutual Funds
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Prohibition on fund pooling: mutual fund platforms must ensure direct investor-to-scheme payments and direct unit transfers.
Transactions in mutual fund units through platforms other than stock exchanges require service agreements with AMCs and prohibit any intermediate pooling of investor funds or units; subscriptions and redemptions must be credited directly between investors' bank accounts and mutual fund scheme accounts, or routed through authorized payment aggregators/recognized clearing corporations, with units credited/transferred directly in demat and non-demat modes and system-generated, secured information sharing among stakeholders while limiting payment data to aggregators.
Disclosure of Complaints against the Stock Exchange (s) and the Clearing Corporation (s)
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Disclosure of complaints requirement increases market transparency by mandating monthly public reporting and complaint-resolution data.
SEBI mandates all Recognized Stock Exchanges and Clearing Corporations with Commodity Derivatives segments to publicly disclose, by the seventh of the succeeding month, standardized monthly data on complaints received (by source), carried forward complaints, resolutions, pending complaints with ageing categories, and average resolution time, effective January 1, 2022, requiring amendments to bye laws and reporting implementation status via the Monthly Development Report.
Relaxations relating to procedural matters –Issues and Listing
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Rights issue relaxation extended; issuers must obtain independent IT vulnerability tests for optional non cash application mechanisms.
The circular extends a prior procedural relaxation for Rights Issues while preserving the requirement that issuers and Lead Managers comply with the specified ancillary procedural obligation; it additionally requires issuer companies to obtain and submit to the stock exchange an independent IT auditor's Vulnerability Test report for any optional non cash application mechanism administered by the registrar, with issuers, Lead Managers, Registrars and intermediaries remaining responsible for implementing and complying with the relevant regulatory requirements.
‘Guidelines for Investment Advisers’ - Extension of timelines
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Compliance audit timelines extended for investment advisers, permitting additional time to complete annual audits and submit adverse findings.
Timelines for Investment Advisers' annual compliance obligations under the IA Regulations are extended by three months for the financial year ending March 31, 2021: annual compliance audits to be completed by December 31, 2021; submission of adverse findings, if any, by January 31, 2022; and auditor's certificate on client level segregation to be obtained by December 31, 2021; other requirements remain unchanged.
Swing pricing framework for mutual fund schemes
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Swing pricing for open ended debt funds: optional partial swing in normal times, mandatory full swing during market dislocation.
A regulatory swing pricing framework for open ended debt mutual funds (excluding certain gilt and overnight funds) mandates a hybrid approach: AMCs may apply partial swing in normal times following AMFI prescribed thresholds and disclose the mechanism in SIDs, while SEBI declared market dislocation triggers mandatory full swing for high risk schemes identified by risk o meter and PRC matrix placement. A minimum swing factor matrix by credit and interest rate risk applies; NAVs for incoming and outgoing investors are adjusted, disclosures and AMC/trustee approved policies are required, and scheme performance is reported on unswung NAV.
Risk Management Framework (RMF) for Mutual Funds
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Risk Management Framework requires AMCs to implement board approved governance, CRO oversight, risk metrics and periodic reporting.
SEBI mandates a comprehensive RMF requiring AMCs to implement board approved, documented risk policies with distinct governance: a CRO plus CXO risk owners, separate Risk Management Committees at AMC and trustee levels, three lines of defence structures, scheme and AMC level risk metrics, RCSA, stress testing, internal audit with a rectification index, monthly reporting to management and quarterly reporting to boards and trustees, and detailed mandatory measures across investment, credit, liquidity, operational, compliance, technology, outsourcing and other key risk categories.

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Acts Income Tax