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Circulars
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Issue of Certified copies of Orders and Circulars
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Certified copies issuance: fee requirement and standardised five day processing with specified authentication and delivery options.
Certified copies of orders and circulars shall be issued by the Enforcement Department, EAD, Recovery and Refund Department or concerned operational department; parties to proceedings receive one certified copy free unless an acknowledged copy exists, in which case fees apply, and applications for recent orders may be free where no prior copy was issued. Any person may apply; an Assistant Manager or above with Division Chief approval shall, after verifying the original, issue the certified copy within five working days. Certified copies must state "Certified to be true copy", include certifying officer details, office seal on every page, date and page count, and each issuing division must serialise and record copies.
Streamlining the Process of Public Issue of Equity Shares and convertibles- Extension of time lime for implementation of Phase I of Unified Payments Interface with Application Supported by Block Amount
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UPI-ASBA implementation timeline extended to ease phased transition and ensure stakeholder readiness for retail applications.
The circular extends the Phase I commencement date for implementing Unified Payments Interface (UPI) with Application Supported by Block Amount (ASBA) for retail public issue applications by three months, while Phase II and Phase III schedules remain unchanged and will begin after completion of the revised Phase I. Market intermediaries and other entities involved in public issue processing are directed to take required steps to comply, and the earlier November 1 circular is modified to that extent under the regulator's procedural powers.
Empanelment of Insolvency Professionals (IPs) to be appointed as Administrator, remuneration and other incidental and connected matters under the Securities and Exchange Board of India (Appointment of Administrator and Procedure for Refunding to the Investors) Regulations, 2018
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Appointment of Administrators: empanelment, mandated availability, and prescribed remuneration and procurement rules under SEBI regulations.
SEBI prescribes the appointment and empanelment of IBBI-registered Insolvency Professionals as Administrator under the Administrator Regulations, requiring selected IPs to remain on assignment and prohibiting withdrawal or surrender of registration during tenure. The Circular prescribes a detailed remuneration and fee framework derived with modifications from the Liquidation Process Regulations, includes additional fees for appointed professionals and incidental expenses as part of administration costs, permits Board discretion for higher fees, and mandates procurement rules for supporting professionals including open tender and publication requirements with a limited exception for cost-effectiveness.
Procedure and formats for limited review / audit report of the listed entity and those entities whose accounts are to be consolidated with the listed entity
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Limited review of consolidated accounts: principal auditor must follow auditing and review standards and standardised reporting formats.
Regulation 33(8) requires the listed entity's statutory auditor to undertake a limited review of audits of entities consolidated into the group's financials. The circular prescribes parties covered, replaces prior auditor report formats with standard templates for standalone and consolidated limited reviews and audits, mandates compliance with mandatory auditing and review standards and guidance on consolidated financial statements, and requires the principal auditor to plan, determine significant components and materiality, evaluate component auditor competence, issue consolidation instructions, obtain management representations, and document specified matters.
Guidelines for Business Continuity Plan (BCP) and Disaster Recovery (DR) of Market Infrastructure Institutions (MIIs)
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Business continuity and disaster recovery standards mandated for market infrastructure institutions, requiring zero data loss and rigorous DR testing.
SEBI mandates enhanced BCP and DR obligations for Market Infrastructure Institutions requiring a Disaster Recovery Site and, where applicable, a Near Site to ensure zero data loss and independent live operations. MIIs must maintain one-to-one configuration parity between PDC and DRS/NS, ensure high availability and no single point of failure, implement synchronous replication to NS and appropriate replication to DRS, meet defined Recovery Time and Recovery Point Objectives, conduct realistic and unannounced DR drills and live trading sessions, board-approve a comprehensive BCP-DR policy, and submit the revised policy to SEBI.
Review of Commission, Expenses, Disclosure norms etc. – Mutual Fund
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Upfronting of trail commission for eligible SIPs regulated with amortisation, audit trail, TER accounting and recovery mechanisms.
The circular permits limited upfronting of trail commission for SIP inflows from first time investors identified by PAN, payable from AMC books and amortized daily to schemes with audit trails and pro rata recovery from distributors if SIPs terminate early. It defines retail inflows for additional TER applicable to B 30 penetration, mandates daily disclosure of scheme wise TER on AMC and AMFI websites in a downloadable format, exempts certain short lived schemes from some performance disclosures, requires borrowing costs to be adjusted against portfolio yield with excess borne by the AMC, extends no entry load applicability to all SIPs, and permits limited miscellaneous expenses from AMC books subject to recording and audit.
Valuation of money market and debt securities
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Valuation of debt securities: tighter amortization window, reference price threshold, and mandatory valuation and disclosure for sub investment grade.
Amortisation based valuation for non traded short term money market and debt securities is confined to securities with reduced residual maturity; the amortised price must be compared to the average security level reference price provided by valuation agencies and used only if within a 0.025% threshold, otherwise adjusted. Securities rated below investment grade shall be valued at prices from valuation agencies or, pending such prices after a credit event, by applying agency indicative haircuts; traded prices lower than the post haircut or computed agency price must be used where applicable. Deviations by AMCs require recorded rationale, board/trustee reporting and immediate investor disclosure.
Framework for Utilization of Regulatory Fee Foregone by SEBI
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Earmarked fund for farmers to lower agri-commodity trading costs and subsidize participation under SEBI framework.
Stock exchanges must create a segregated fund comprising the regulatory fee foregone by SEBI to be used exclusively to facilitate participation by farmers and Farmer Producer Organizations in agri-commodity derivatives markets. Investment returns must be reinvested. Exchanges must prepare and publish an annual action plan for full utilisation in the succeeding financial year, detailing proposed financial assistance and activities, and notify SEBI. The fund may subsidise warehousing, assaying, packaging, transport, mark-to-market funding, broker fees, delivery charges and repository fees, subject to equitable distribution and prescribed caps.
Clarification on participation of Eligible Foreign Investors (EFIs) in Commodity Derivatives in IFSC
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Eligible Foreign Investor participation in commodity derivatives limited to non-agricultural, cash settled, foreign currency denominated contracts based on overseas settlement prices.
EFIs may participate in IFSC commodity derivatives only in non-agricultural commodities; contracts must be cash settled based on settlement prices determined on overseas exchanges; and all transactions must be denominated in foreign currency. Exchanges must amend bye laws, rules and regulations and notify members and publish the provisions on their websites to implement these conditions.
Clarification to Cyber Security & Cyber Resilience framework for Stock Brokers / Depository Participants
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Cyber security framework clarified: "Technology Committee" replaces earlier term; exchanges must notify members and disseminate update.
The circular clarifies that the term "Internal Technology Committee" in the Cyber Security & Cyber Resilience framework for stock brokers and depository participants is replaced by "Technology Committee." Exchanges and depositories must notify their members of this substitution and disseminate the clarification on their websites; the circular is issued under the regulator's powers to protect investor interests and regulate the securities market.
SEBI (Delisting of Equity Shares) Regulations, 2015 – “Timelines for Counter Offer Process”
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Counter offer timelines clarified under delisting rules, specifying announcement, bidding, withdrawal and payment deadlines.
SEBI prescribes a structured Counter offer process when RBB price is unacceptable, requiring disclosure of book value per share and an abridged letter of offer. Timelines: counter offer PA within two working days of RBB closure and republished within four working days; dispatch of letter of offer within four working days; bidding to open within seven working days and remain open for five working days; withdrawal option within ten working days of counter offer PA; success/failure announcement within five working days of bidding closure; payment or return of shares within ten working days of closing.
Modification of circular dated December 7, 2018 on ‘Disclosure of significant beneficial ownership in the shareholding pattern’
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Disclosure of significant beneficial ownership: SEBI aligns listed-company reporting with amended Rules, revised format effective June 30, 2019.
Listed entities that are reporting companies under the amended Companies (Significant Beneficial Owners) Rules must align shareholding pattern disclosures with the amended Rules; the revised Annexure format replaces the earlier format and reporting under the circular is required from the quarter ended June 30, 2019, with stock exchanges to notify listed entities and publish the circular.
Review of Investment by Foreign Portfolio Investors (FPI) in Debt Securities
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Foreign Portfolio Investor debt exposure rules updated: single-corporate cap withdrawn and central bank directions now govern compliance.
The circular withdraws the prior single-corporate exposure limit for Foreign Portfolio Investors in corporate bond portfolios and directs that future central bank directions on FPI investment in corporate debt securities shall apply directly; SEBI will not issue separate circulars. Intermediaries must operationalize central bank circulars and custodians must inform FPI clients. Non-compliance with central bank-prescribed investment conditions in corporate debt securities will be subject to action under the SEBI (Foreign Portfolio Investors) Regulations, 2014.
Filing of Advertisements under SEBI (Mutual Funds) Regulations, 1996
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Filing requirements for mutual fund advertisements: e-mail submission of links, attachment limits and mandatory compliance confirmation.
Mutual funds must submit advertisements to the regulator within seven days of issue; they may send links by e-mail to the designated address, attach materials only if under the specified attachment size limit, retain copies for record, and the compliance officer must expressly confirm conformity with the Advertisement code in the sixth schedule when sending the e-mail.
Revision in Haircut on Central Government Securities (G-Sec) accepted as Collateral
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Collateral haircut revision for central government securities tightens risk margins and requires monthly classification review for clearing members.
Revision of minimum haircuts for Central Government securities accepted as collateral categorises securities by liquidity into short residual maturity liquid instruments, longer residual maturity liquid instruments, and semi liquid/illiquid instruments with graduated haircuts. Classification is jointly determined by clearing corporations and reviewed monthly on the 15th, with changes effective from the first of the next month, updating the risk management framework for assets deposited by clearing members.
Advisory Committee at Market Infrastructure Institutions (MIIs)
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Advisory Committee composition altered to remove member parity restriction, enabling wider participation by trading and clearing members.
The parity requirement that Public Interest Directors not be fewer than other members shall not apply to the Advisory Committee; the Annexure clause mandating that PID numbers be at least equal to shareholder directors and trading/clearing/depository participants is deleted for the Advisory Committee. MIIs must amend bye-laws, notify members, publish the change, and report implementation in the Monthly Development Report.
Framework for utilization of Financial Security Deposit (FSD) available with Clearing Corporations and WDRA
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Financial security deposit coordination allows WDRA-held deposits to count toward clearing corporation FSD and supports claim settlement.
Framework requires Clearing Corporations and WDRA to share accredited warehouse and security deposit details, allows deposits placed by WSPs with WDRA for exchange-specific e-NWRs to be counted towards a WSP's available FSD if they comply with SEBI norms, and sets procedures for compensation where Clearing Corporation-held FSD is insufficient, including WDRA release of remaining security deposit within seven days after request, limited to e-NWR-covered stocks in accredited warehouses.
Physical settlement of stock derivatives
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Physical settlement of stock derivatives: stocks with sustained volatility will shift to physical settlement from the next expiry.
SEBI requires that derivatives on stocks meeting specified intra-day movement or margin-estimated volatility criteria be moved to physical settlement from the new expiry cycle while existing contracts continue with their original settlement mode; exchanges must review triggers monthly and implement systems, amend rules, notify market participants and report implementation status to SEBI.
Format for annual secretarial audit report and annual secretarial compliance report for listed entities and their material subsidiaries
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Secretarial Audit required for listed entities and material subsidiaries; annual compliance report by a practicing company secretary must be filed with exchanges.
Secretarial audit and an annual secretarial compliance report are mandated for listed entities and their material unlisted subsidiaries from the financial year ended March 31, 2019; the secretarial audit may use Form No. MR-3 to avoid duplication, and a Practicing Company Secretary must produce the prescribed compliance report examining company records, exchange filings and website, reporting deviations, record maintenance, regulatory actions and actions taken on prior observations, with the listed entity required to submit the compliance report to stock exchanges within the specified post-year-end period.
Performance review of Public Interest Directors (PIDs)
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Public Interest Director performance review required for tenure extension, with equal internal and external evaluations and disclosure.
Performance review is required for extending a Public Interest Director's three year term by another three years. The Nomination and Remuneration Committee must frame and periodically review a performance policy, providing for equal weight internal and external evaluations; internal reviews are annual by all board members, and external reviews are conducted in the PID's last year by an independent consultant. Evaluation results, recorded in a standardised format, must be disclosed in the annual report and website. NRCs recommend extensions to the governing board based on combined evaluations; applications for extension must include attendance records and reasons, including disclosures regarding conflicts of interest.

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