Vulnerability assessment and penetration testing required by MIIs, with empaneled testers and mandatory remediation and reporting.
MIIs must classify and maintain Board approved inventories of critical assets and perform periodic VAPT covering all critical systems, using CERT In empaneled firms; final VAPT reports, after standing committee approval, must be submitted to the regulator and vulnerabilities remediated promptly with closure compliance filed within three months. MIIs must conduct VAPT before commissioning new critical systems, undertake periodic cyber audits, submit MD/CEO compliance declarations with audit reports, amend governance instruments as necessary, and report implementation status to the regulator immediately.

Security cover format and trustee monitoring rules revised: quarterly certified coverage, valuation standards, disclosure timelines, and REF verification strengthened.
SEBI revises the security cover certificate format and related processes: issuers must produce quarterly certificates with statutory auditor certification of book values, provide market values or justified carrying values, include separate standalone and consolidated tables where third party/group assets are used, and add a column for debt not backed by assets. Debenture Trustees must quarterly certify market values after due diligence, document reasons for reductions, ensure disclaimers do not impair debenture holder rights, and may appoint a lead trustee for pari passu charges. Standard formulas for exclusive and pari passu cover ratios and UDIN requirements are prescribed.

Rights issue timing change: RE trading must end at least three working days before issue closure to allow settlement.
The circular amends the timing requirement for rights issues: the previous 'at least four days' gap between closure of RE trading and issue closure is replaced with 'at least three working days' to accommodate T+2 settlement and one additional day for investor application; the change applies immediately to all rights issues and fast track rights issues and requires involved entities and stock exchanges to ensure and disseminate compliance.

NOC procedure for setting up subsidiaries in GIFT IFSC requires exchange forwarded application with NOCs and fit and proper undertakings.
Applications for NOC to establish WOS, SDS, JVs or take equity in GIFT IFSC must be submitted through the applicant's Stock Exchange/Clearing Corporation with NOCs from all Exchanges/Clearing Corporations/Depositories of which the applicant is a member/participant; the Exchange/Clearing Corporation shall verify and forward the complete application with recommendation to SEBI. The application must include prescribed corporate details, audited or provisional networth certificates, proposed investment and purpose, shareholding pattern, a declaration of compliance with Schedule II fit and proper criteria, and specified enclosures.

Relaxation of hard-copy dispatch requirements: issuers of listed non-convertible securities exempt from sending physical statements to holders without email.
SEBI extended a temporary relaxation of the hard-copy dispatch obligation under Regulation 58(1)(b) of the Listing Regulations, exempting issuers of listed non-convertible securities from sending physical statements containing salient features of documents to holders who have not registered email addresses, with immediate effect through December 31, 2022; stock exchanges must notify entities and disseminate the circular.

Annual report hard-copy relaxation permits online access and waives mailing to shareholders lacking registered emails.
Listed entities are exempted from sending hard copy annual reports to shareholders without registered email addresses by dispensation from Regulation 36(1)(b) until December 31, 2022; AGM advertisements must include a link to the full annual report. The duty under Regulation 36(1)(c) to provide a full hard copy upon shareholder request remains. Requirement to send proxy forms under Regulation 44(4) is dispensed with for meetings held exclusively by electronic mode for the same period. The relaxations are effective immediately and issued under Section 11(1) read with Regulation 101.

Margin verification: intra day client margin snapshots in derivatives must use fixed Beginning of Day margin parameters.
Intra day verification of upfront client margins in derivatives shall use fixed Beginning of Day margin parameters comprising SPAN and ELM requirements; this change applies only to verification snapshots. There is no change to End of Day margin calculation or cash segment collection. Clearing Corporations will continue to update margin parameters intra day for actual collection. Exchanges and Clearing Corporations must implement system and rule changes, notify members, and report implementation status; the framework amends prior SEBI circulars and is effective August 01, 2022.

System and Network Audit requirements mandate independent audits, board review and regulator submission to assure IT security and compliance.
SEBI mandates a revised System and Network Audit regime for Market Infrastructure Institutions requiring independent auditors selected under specified norms to assess governance, IT and network architecture, security, change control, business continuity, vendor management and related areas. Audit reports must include issue logs, risk rated non compliances, remediation plans, evidence and management responses, be placed before the Governing Board and submitted to SEBI with a joint MD/CEO and CTO declaration. Follow on audits or verified Action Taken Reports must close findings within prescribed timelines; special audit frequency applies for systems designated as protected.

FPI registration number generation centralised by regulator and depositories authorised to host the common application form.
Regulatory amendment mandates that the regulator generate the FPI registration number and that both depositories host the Common Application Form. DDPs must grant certificates of registration bearing the regulator-generated registration number. Name-change procedure is updated so the DDP updates the certificate, issues a letter and fresh registration certificate as acknowledgement, and depositories must enable DDPs to provide such certificates and a statement that the name change is granted without prejudice to tax implications in India.

Listing timeline reduction for InvIT units accelerates allotment and commencement of trading after issue closure.
The circular shortens the post-issue timeline for InvIT public issues, requiring completion of allotment and listing within six working days from issue closure. It prescribes a T to T+6 schedule assigning duties to stock exchanges, RTAs, SCSBs, investment managers and merchant bankers for bid modification and transmission, fund blocking and certification, technical rejection reconciliation, basis of allotment finalisation and approval, transfer of sponsor assets, credit of units, demat confirmation, unblocking of ASBA funds, and filing of listing application. Applicable to issues opening on or after June 1, 2022.

Listing timeline reduction: REIT public issues must complete allotment, demat credit and trading commencement within six working days.
The circular mandates completion of allotment, demat credit and commencement of trading of REIT units within six working days from issue closure, detailing day-by-day obligations: stock exchanges to allow bid modifications and approve allotment basis; RTAs to reconcile electronic bid files, perform technical rejection testing, finalise basis of allotment and obtain demat confirmations; SCSBs to block and transfer funds; managers and merchant bankers to initiate corporate actions, file allotment and demat confirmations and apply for listing. The measure applies to public issues opening on or after June 01, 2022 under the regulator's enacted powers.

Compensation for delayed unblocking of ASBA funds: mandatory SCSB liability and revised reporting requirements enforceable immediately.
SCSBs must compensate investors for delayed unblocking of ASBA application amounts as per the March'21 Circular; compensation applies to all ASBA applications. SCSBs must submit Annexure IV in a revised format capturing unblock dates and certify completion of unblocking on BOA+1. To claim processing fees, SCSBs must apply to merchant bankers within thirty days of basis of allotment only after completing unblocking and paying applicable compensation, and must provide detailed data files and remain liable for investor grievances and regulatory enforcement.

Risk value of commodities: volatility based scoring now determines risk o meter levels for mutual fund commodity investments.
Mutual fund investments in commodities must receive a risk o meter score derived from the commodity's annualized volatility computed quarterly using the past 15 years of the commodity's benchmark index. Volatility bands map to risk values: 20% = 6 (Very High). The rule modifies the earlier Annexure A provision for gold and related instruments and takes immediate effect, requiring AMCs and trustees to apply the volatility based scoring.

Risk management framework for Electronic Gold Receipts mandates VaR, extreme loss margins, collateral rules and T+1 settlement.
The circular mandates a risk management framework for the EGR segment requiring members to deposit liquid assets with the Clearing Corporation to cover MTM losses, a 99.9% VaR margin and a minimum Extreme Loss Margin, with daily valuation, prescribed asset haircuts, concentration limits, and rules for upfront collection on gross open positions. It sets operational rules for early pay-in, T+1 rolling settlement, auctions and close-out pricing, reporting and penalties for short/non-collection of client margins, segregation and pledge of EGR, a dedicated Core Settlement Guarantee Fund and stress-testing and default waterfall obligations for Clearing Corporations.

Stock exchange arbitration for listed company-shareholder disputes; exchanges must adopt SOPs and publish procedures for investor service issues.
Stock exchange arbitration is mandated for disputes between listed companies and shareholders/investors concerning investor services and entitlements; exchanges must adopt SOPs to resolve transfer, demat/remat, duplicate share, transposition and corporate benefit disputes, apply the mechanism to RTAs acting for companies, notify listed issuers and publish the SOPs on their websites, and implement the directive under the regulator's statutory investor-protection powers with immediate effect.

Omnibus approval validity for material related party transactions clarified, with AGM approvals lasting until the next AGM within fifteen months.
The circular clarifies that omnibus approvals by an audit committee are subject to the one year limit under Regulation 23(3)(e). Shareholder omnibus approval for material related party transactions given at an Annual General Meeting is valid only until the next AGM and in no case for more than fifteen months. Omnibus approvals obtained in general meetings other than an AGM shall not exceed one year. Stock exchanges must notify listed entities and publish the circular.

KYC validation obligations strengthened: KRAs must validate Aadhaar-based records and issue reusable KRA identifiers.
SEBI mandates KRAs to securely store KYC data and independently validate records where Aadhaar was used as an OVD, authenticating Aadhaar via UIDAI, verifying mobile/email by OTP when not Aadhaar seeded, and checking PAN against the Income Tax database. KRAs must notify RIs of deficiencies, develop uniform validation systems and integrate with RIs, assign a unique KRA identifier on successful validation for client reuse, and retain proof of communication; non Aadhaar OVD records will be stored but not validated unless Aadhaar is provided.

UPI limit increase requires UPI use and UPI ID submission for eligible retail public-issue applications via specified intermediaries.
Revision of Unified Payment Interface (UPI) transaction limit for ASBA payments requires all individual investors whose application amount does not exceed the revised per-transaction cap to use UPI and provide their UPI ID in the bid-cum-application form when applying through a syndicate member, eligible stock broker, eligible depository participant, or eligible registrar to an issue and share transfer agent; the change is operative for public issues opening on or after the stated effective date.

Demat Debit and Pledge Instruction authorizes broker access to client demat for settlement and pledging, subject to client consent.
SEBI prescribes a Demat Debit and Pledge Instruction (DDPI), executable only with explicit client consent and e-signature, to authorize brokers/DPs to transfer securities for exchange settlement obligations and to pledge/re-pledge securities for margin purposes; transfers under DDPI must be matched with client-wise net delivery obligations, credited only to the client's trading member pool account, registered in the client's demat account, and revocable by the client, while brokers/DPs may not compel execution of DDPI or deny services for refusal.

Standardisation of rating scales extended: credit rating agencies must comply with section B requirements by June 30.
SEBI has extended the date for applicability of section B of its July 16, 2021 circular on standardisation of rating scales; all registered credit rating agencies must ensure compliance with the section B requirements on or before June 30, 2022, aligning scales with relevant financial-sector regulator-prescribed scales or Board-prescribed scales where applicable.