Conversion framework for private listed InvITs aligned with follow-on offer requirements and sponsor unitholding and lock-in obligations.
The circular revises the conversion framework so sponsor(s) and sponsor group(s) must maintain the minimum unitholding specified in Regulation 12(3) and 12(3A) at all times and the lock-in shall follow Regulation 12(5). It also aligns procedure and disclosure for the public issue converting a private listed InvIT with follow-on offer requirements under the InvIT Regulations, substituting terminology and requiring compliance with follow-on offer disclosures and procedures.

Joint annual inspection regime for multi-registered market entities to streamline oversight and enable shared enforcement action.
SEBI mandates a joint annual inspection regime where entities with multiple MII registrations are inspected jointly by all relevant MIIs, with Depositories and Clearing Corporations handling DP and clearing activities respectively, and one MII designated as Lead MII to initiate enforcement action. MIIs must establish an information sharing mechanism, adopt a joint SOP detailing inspection criteria and procedures, retain the ability to conduct special purpose inspections based on triggers, and revise bylaws and rules for implementation.

Review, appeal or waiver of penalty procedures updated: member committee and governing board mechanisms govern appeals and escalations.
Requests for review, appeal or waiver of penalty against actions by an MII's Internal Committee must be placed before the Member Committee; requests against actions of the Member Committee shall be handled by a mechanism established by the Governing Board with Public Interest Directors and/or Independent External Professionals not part of the MC, pursuant to a Governing Board issued Standard Operating Procedure, with further appeal available to appropriate authorities under applicable law.

Digital accessibility required for regulated entities' platforms, mandating audits, remediation, accessible e KYC and annual compliance reporting.
SEBI mandates that all regulated entities ensure Digital Accessibility for persons with disabilities by making digital platforms conform to WCAG 2.1 (or latest), GIGW and IS 17802, implement accessibility features (ISL videos, captions, descriptive audio, tagged PDFs, alt text), include accessible alternatives in e-KYC and registration with human review of automated rejections, designate a Nodal Officer, conduct IAAP-audits with usability testing by PwDs, remediate findings within specified timelines, incorporate accessibility in procurement, and submit annual compliance reports to specified authorities.

Nomination framework timeline extended for phased implementation as SEBI defers key provisions to allow system changes and testing.
Extension of the implementation timeline for Phase II and Phase III of the nomination framework for the Indian securities market. SEBI extended Phase II to August 08, 2025 in view of system development and process changes required by depositories, depository participants and industry associations, and deferred Phase III to December 15, 2025 to allow further development and testing. All other provisions of the earlier nomination circulars remain unchanged.

NRI position limit monitoring revised: exchanges to monitor NRIs at client-level, removing mandatory CP code requirement.
Exchanges and Clearing Corporations must monitor NRI position limits in exchange-traded derivatives in the same manner as client-level position limits, removing the mandatory requirement for NRIs to notify Clearing Members and for Exchanges to assign Custodial Participant (CP) Codes; operational processes must be amended to capture NRIs trading without CP Codes and position limits for NRIs remain the client-level limits specified by the regulator.

Extension of algorithmic trading implementation timeline shifts effective date, requiring exchanges to ensure compliance and amend bye laws.
The SEBI circular on safer participation of retail investors in algorithmic trading, previously to take effect from August 1, 2025, is deferred to October 1, 2025. Recognized stock exchanges must notify their members, publish the circular online, implement appropriate systems and procedures for compliance, and amend relevant bye-laws, rules and regulations to give effect to the decision. The circular is issued under Section 11(1) of the SEBI Act, 1992, read with Section 30 of the Stock Brokers Regulations, 1992.

Minimum Investment Threshold enforcement: breach leads to unit freeze, 30 day notice to cure, then automatic redemption at NAV.
Daily monitoring by the Asset Management Company is required to prevent an investor's aggregate SIF holdings falling below the Minimum Investment Threshold. An Active Breach-a decline in aggregate SIF investment value below the threshold due to investor initiated transactions-will cause all units across SIF strategies to be frozen and a 30 calendar day notice to rebalance. If not remedied within 30 days, the frozen units will be automatically redeemed by the AMC at the applicable Net Asset Value on the next business day. AMCs, RTAs and Depositories must establish systems to implement this mechanism.

Research analyst regulation: certification and disclosure requirements clarified, easing compliance for institutional clients and NISM timelines.
SEBI clarifies that research entities must register under the RA Regulations while employed individuals must meet qualification and obtain specified NISM certification within one year. The circular details scope exclusions for research reports, reiterates that methodology does not exempt research services, prescribes registration procedures, fees, RAASB deposit requirements based on client counts, and sets out disclosure, recordkeeping and trading restrictions. Institutional investors/QIBs require disclosure of terms including MITC but not signed consent; distribution activities must be segregated or carried out at arm's length where research is provided on the same products, and proxy advisers must register and comply with specified disclosure and record obligations.

Portfolio Manager regulation consolidates SEBI circulars, updates registration, disclosure, investment limits and reporting obligations.
This Master Circular consolidates SEBI circulars for Portfolio Managers up to March 31, 2025, superseding the June 07, 2024 circular, rescinding specified prior circulars while preserving prior actions. It prescribes online registration and change in control procedures, compliance and certification requirements, client fund segregation and reconciliation rules, written policies for order placement and trade allocation, distributor oversight, cybersecurity and valuation norms, limits and prior consent and disclosure obligations for related party investments, reporting and audit requirements (monthly, quarterly, annual and offsite formats), standardized investment approach/strategy tagging and performance benchmarking, fee disclosure and high water mark rules, and investor grievance and reporting obligations.

Registration and conduct rules for credit rating agencies standardized master circular; sets registration, rating processes, disclosures and audit obligations.
Master Circular consolidates regulatory provisions for CRAs: online registration and prior approval for change in control; procedures for transfer, surrender, suspension and cancellation of registration; standardized rating scales including CE suffix and EL-based scale; mandatory operations manual, rating criteria, rating-process rules and rating committee governance; disclosure regime requiring standardized press releases, monthly No Default Statements, daily non-cooperative issuer lists and periodic PD and transition disclosures; and half-yearly internal audits, outsourcing safeguards and detailed conflict-of-interest controls.

ESG rating regulation: SEBI issues a consolidated Master Circular tightening registration, governance, disclosures, and conflict controls for ERPs.
SEBI's Master Circular consolidates obligations for ESG Rating Providers: online registration procedures, prior SEBI approval and documentation requirements for change in control, rules for transfer/surrender/suspension/cancellation with client migration and record retention obligations; definition of required ESG products and a 0-100 rating scale; mandatory adoption of either subscriber pays or issuer pays models (no hybrid), issuer pays contract and non cooperation rules; governance, internal audit and conflict of interest safeguards; and extensive periodic and continuous disclosure, transition rate and IOSCO compliance reporting requirements.

Listing obligations mandate standardised continuous disclosure and reporting for issuers of non-convertible and securitised debt instruments.
Consolidates SEBI circulars into a Master Circular for issuers of listed Non-convertible Securities, securitised debt instruments and commercial paper, prescribing effective compliance measures: standardised formats for financial and audit reporting, procedures for disclosure of audit qualifications, use of proceeds statements, mandatory reporting of defaults and securitisation pool and loan level disclosures, corporate governance reporting for high value debt issuers, related party transaction protocols, sanctioning framework for non compliance and procedures for transfer and claiming of unclaimed amounts.

REIT compliance framework consolidates SEBI circulars, mandating online filings, issuance protocols, disclosures and NDCF rules.
SEBI issues a Master Circular for REITs effective on issuance, consolidating prior REIT circulars and superseding those listed, while saving prior acts and pending applications. It mandates use of an online filing portal for registration and compliance, prescribes detailed public-issue and follow-on offer procedures (merchant banker duties, draft hosting, pricing, allocation, ASBA/UPI bidding, anchor/strategic investor rules), dematerialisation of units, and time-bound allotment/listing processes together with extensive continuous disclosure, audit, NDCF computation and investor redressal requirements.

InvIT compliance framework: consolidated rules for filings, public offers, financial disclosures and NDCF reporting under SEBI circular.
Master Circular consolidates SEBI guidance for InvITs, mandating online filings, merchant banker and intermediary due diligence, detailed public issue procedures including ASBA/UPI bidding, allocation and listing timelines, and comprehensive financial disclosure and audit requirements. It prescribes preparation and certification of combined/proforma statements, a precise NDCF computation and distribution framework at SPV/HoldCo/Trust levels, continuous reporting formats and timelines, investor grievance mechanisms, and rules for strategic, preferential and debt issuances, with an Investor Charter and list of superseded circulars.

Special window for re-lodgement of physical share transfer requests opens, enabling transfer-cum-demat issuance and reporting obligations.
A special window from July 7, 2025 to January 6, 2026 permits re-lodgement of physical share transfer deeds lodged before April 1, 2019 that were rejected/returned/deficient; re-lodged requests will be processed by due process and issued only in demat mode through transfer-cum-demat. Listed companies, RTAs and stock exchanges must publicize the window bi-monthly, maintain focused teams, and submit monthly reports on publicity and shares re-lodged in the Annexure-A format.

Compliance extension for cybersecurity framework granted to regulated entities, with specified exclusions and immediate effect.
SEBI extends the compliance deadline for the Cybersecurity and Cyber Resilience Framework (CSCRF) by two months to August 31, 2025 for all regulated entities except Market Infrastructure Institutions, KYC Registration Agencies, and Qualified Registrars to an Issue and Share Transfer Agents; stock exchanges and depositories must notify members and publish the circular, which comes into force immediately and is issued under Section 11(1) for investor protection and market regulation.

Regulation of Research Analysts consolidates compliance, disclosure, fees cap and RAASB oversight, reshaping registration and reporting rules.
SEBI's Master Circular consolidates all RA related circulars up to June 20, 2025, clarifies registration and qualification rules for full time and part time Research Analysts, prescribes deposit and fee governance, mandates client level segregation, disclosure of AI use, KYC and record retention, annual compliance audits, model portfolio and proxy advisor procedural frameworks, operationalises RAASB (initially BSE) for administration and supervision, sets prior approval process for change in control and outsourcing principles, and prescribes advertising, cybersecurity, reporting and investor grievance disclosure obligations.

Regulatory consolidation for investment advisers: unified compliance framework sets segregation, agreement, fee, audit and supervision obligations.
This Master Circular consolidates SEBI circulars for Investment Advisers into a unified compliance framework: it mandates client level segregation of advisory and distribution activities with PAN as control, prescribes mandatory written agreements incorporating standardized MITC (including no execution without client consent and limits on fee modes), sets permitted fee modes and related limits and payment channels, requires comprehensive records, annual compliance audit and public disclosure of audit status, prescribes registration, governance and audit obligations, details administration and supervision by recognised IAASB/RAASB (with BSE recognised), and imposes conduct, advertising, outsourcing, cybersecurity and reporting requirements.

Passive breach timelines extend to all passive deviations for actively managed mutual fund schemes under SEBI rules.
Timelines for rebalancing prescribed under paragraph 2.9 of the Master Circular shall apply to all passive breaches in the portfolios of actively managed mutual fund schemes. Passive breaches-resulting from corporate actions, price movements, maturities, large redemptions, etc.-are distinguished from active breaches, and will be addressed through the existing rebalancing framework while maintaining other prudential limits and regulatory treatment.