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Circulars
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Uploading of KYC information by KYC Registration Agencies (KRAs) to Central KYC Records Registry (CKYCRR)
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KYC uploading requirement: KRAs must validate and upload client KYC to the central registry and integrate systems promptly.
Registered intermediaries must continue to upload, download and modify client KYC information on KRA systems with proper authentication. KRAs shall verify and validate KYC data received from intermediaries and upload verified records to the Central KYC Records Registry within seven days of receipt or within any timeline notified under AML rules, integrate their systems with the central registry and commence uploading from the specified start date; existing KYC records of legal entities and individuals must be uploaded within six months from that start point.
Guidelines on Anti-Money Laundering (AML) Standards and Combating the Financing of Terrorism (CFT) /Obligations of Securities Market Intermediaries under the Prevention of Money Laundering Act, 2002 and Rules framed there under
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Anti money laundering obligations require securities intermediaries to implement CDD, reporting, sanctions screening and risk based controls.
Registered securities intermediaries and stock exchanges must implement written AML/CFT procedures under the PMLA and SEBI Master Circular, encompassing client acceptance policies, client identification and beneficial ownership verification, ongoing CDD with enhanced measures for high risk clients, risk based monitoring and documented risk assessments. They must preserve transaction and identification records to enable audit trails, promptly report suspicious and reportable cash transactions to FIU IND in prescribed formats, maintain sanctions/designated lists and freeze or suspend transactions as required, and appoint designated compliance officers (Principal Officer and Designated Director) with independent audit and training arrangements.
Framework of “Financial Disincentives for Surveillance Related Lapses” at Market Infrastructure Institutions.
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Financial disincentives for surveillance lapses to penalize MIIs for non implementation of surveillance decisions and reporting failures.
The framework defines Surveillance Related Lapses as non implementation, partial or delayed implementation of surveillance meeting decisions or SEBI communications, failures in performing agreed surveillance activities, and inadequate or non reporting of surveillance activity. It prescribes monetary disincentives on a sliding scale tied to the MII's annual revenue band and number of SRL instances, requires pre imposition opportunity to submit, mandates payment to the Investor Protection and Education Fund within a specified timeframe, and requires public disclosure of imposed disincentives, while excluding matters of market wide impact or minor procedural lapses.
Enhancement of operational efficiency and Risk Reduction - Pay-out of securities directly to client demat account
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Direct payout of securities now mandatory to credit client demat accounts with auto-pledge for margin-funded stocks, enhancing client protection.
SEBI mandates direct payout of securities by Clearing Corporations to respective clients' demat accounts; funded stocks under margin trading must be held only by pledge in a separate demat account tagged 'Client Securities under Margin Funding Account' and, upon transfer to client accounts, followed by an auto-pledge without specific client instruction. CCs must identify unpaid and funded securities; unpaid securities follow Master Circular processes. Internal shortages from inter se netting are to be resolved through CC-specified auctions with no additional broker charges to clients. Custodian-arranged clients are excluded.
Framework for providing flexibility to Foreign Portfolio Investors in dealing with their securities post expiry of their registration
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Post-registration securities disposal: new framework permits sale windows with a financial disincentive and escrow sale mechanism and reporting obligations.
SEBI amends FPI and Custodian Master Circulars to allow FPIs who lapse or fail to re activate registration defined disposal windows: 180 days post lapse (no disincentive), an additional 180 days subject to a 5% financial disincentive on sale proceeds remitted to the IPEF, subject to KYC/AML/CFT compliance. Unsold securities after the combined 360 days are deemed written off, losing beneficial interest; custodians must transfer written off securities to escrow accounts operated by exchange empanelled brokers for sale, with net proceeds transferred to the IPEF and prescribed reporting by custodians and exchanges.
Disclosures of Material Changes and Other Obligations for Foreign Portfolio Investors
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Material change disclosures for FPIs now require expedited notice for critical events and mandatory DDP re-assessment.
Revised disclosure regime requires FPIs to notify material changes to DDPs/SEBI under two categories: Type I critical events affecting registration, eligibility or exemptions-examples include change of jurisdiction, ownership/control, cessation after corporate transactions, legal-form restructuring, and regulatory-status change-subject to expedited reporting and documentation; all other material changes are Type II with a longer notification and documentation window. DDPs must reassess eligibility, require fresh registration for specified Type I events, and inform SEBI of delayed intimation with reasons.
Master Circular for Bankers to an Issue
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Prior approval for change in control required for bankers to an issue; SEBI mandates online applications, disclosures and reporting obligations.
SEBI consolidates guidance for Bankers to an Issue, centralising registration and filings on the SEBI Intermediary Portal, requiring online applications for registration, surrender and prior approval for change in control with prescribed disclosures and fit and proper compliance. BTIs must designate non person e mail IDs for investor and regulatory communication, submit half yearly activity and compliance reports in prescribed formats, maintain specified records, enforce outsourcing principles while remaining liable for third party performance, and comply with PAN identification, AML/CFT, FATCA/CRS reporting and a CERT In SaaS data localisation advisory.
Ease of Doing Business – Internet Based Trading for Stock Brokers
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Internet based trading permissions: exchange decision timeline cut to seven days and broker confirmation of IBT statistics removed.
SEBI reduces the decision timeline for exchanges on broker applications to provide Internet Based Trading services from thirty to seven calendar days. It also eliminates the mandatory periodic confirmation by brokers of IBT trade statistics prior to publication; exchanges will publish IBT statistics based on IBT terminal details supplied by brokers and may collect additional information or declarations regarding those terminals as deemed necessary. The circular is effective immediately under SEBI's regulatory authority to protect investors and regulate the market.
Comprehensive guidelines for Investor Protection Fund (IPF) and Investor Services Fund (ISF) for Stock Exchanges having commodity derivatives segment
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Investor Protection Fund rules reinforce trust governance and structured claims processing, enabling expedited investor compensation where eligible.
SEBI prescribes comprehensive guidelines effective June 1, 2024, requiring exchanges with commodity derivatives segments to establish separate trusts for the Investor Protection Fund and separate accounts for the Investor Services Fund, ensure fund segregation, specify trustee composition and tenure, mandate contributions from turnover fees with a minimum floor, and adopt investment policies prioritising capital protection and diversification. The framework defines eligibility exclusions for claims, detailed notice and claims processing procedures including timelines, audit, committee recommendations and IPF disbursement rules (including provisional payments recoverable upon asset realisation), disclosure obligations and standards for Investor Service Centres.
Revision of eligibility criteria for launching commodity futures contracts.
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Eligibility criteria for commodity futures revised, requiring template submissions, Annexure P proposals, and strict launch and surveillance obligations.
Revision deletes certain legacy eligibility and retention provisions, renames the eligibility heading, and requires exchanges to analyze proposed commodities using the prescribed template and submit supporting evidence to SEBI for statutory notification. Proposals to launch new contracts must include Annexure P details; SEBI approved contracts may trade continuously unless directed otherwise. Exchanges must adhere to SEBI approved contract specifications and launch calendars, notify participants in advance, seek fresh approval if launch timelines are missed, and maintain position limits, mark to market settlement, delivery procedures and surveillance to prevent market manipulation.
Master Circular for Foreign Portfolio Investors, Designated Depository Participants and Eligible Foreign Investors.
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Foreign Portfolio Investors: SEBI issues master circular consolidating registration, KYC, investment limits and ODI rules.
SEBI's Master Circular consolidates and supersedes prior circulars governing FPIs, DDPs, custodians and EFIs by prescribing unified procedures for FPI registration (via CAF and PAN), DDP due diligence and reporting, categorical KYC and beneficial ownership requirements, investor group and company level investment monitoring and red flag and disinvestment mechanics, position and margining limits across derivative segments, and comprehensive rules and reporting obligations for issuance and hedging of Offshore Derivative Instruments, with specific processes for IFSC participation, reclassification, surrender and data security.
Standard Operating Procedure for handling of Stock Exchange outage and extension of trading hours thereof in Commodity Derivatives segment
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Exchange outage procedures require prompt notification and set conditions for limited extension of commodity derivatives trading hours.
The SOP requires exchanges to notify market participants within 15 minutes and SEBI immediately upon an Exchange Outage, update status every 45 minutes, restore operations including from Disaster Recovery sites, and follow BCP/DR protocols. It prescribes precise cut-off and intimation windows which, if met, allow a single 30-minute Extension of Trading Hours for specified commodity derivatives contracts; failure to provide the intimation by the stated cut-off precludes any extension.
Eligibility criteria for launching Options with Commodity Futures as underlying by Stock Exchanges having commodity derivative segments.
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Eligibility criteria for commodity options revised to lower turnover threshold for agricultural underlyings, allowing exchanges to list new contracts.
The circular revises paragraph 6.1.2 to prescribe separate average daily turnover eligibility criteria for Options on Commodity Futures, lowering the threshold for agricultural and agri-processed commodities while retaining a higher threshold for other commodities; Options are permitted only on underlying futures traded on the same exchange that meet these criteria. Exchanges must amend bye-laws, notify members, and publish the changes; the circular is issued under Section 11(1) for investor protection and market development.
Self Regulatory Organizations for Social Impact Assessors in the context of Social Stock Exchange (“SSE”)
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Social Stock Exchange: SEBI specifies additional self regulatory organizations authorized to register Social Impact Assessors for SSE compliance.
SEBI specifies that a Social Impact Assessor is an individual certified by the National Institute of Securities Markets and registered with a Self Regulatory Organization; in addition to the Institute of Chartered Accountants' SRO, ICMAI Social Auditors Organization and ICSI Institute of Social Auditors are designated as authorized Self Regulatory Organizations for registration of Social Impact Assessors in the context of the Social Stock Exchange.
Timelines for disclosures by Social Enterprises on Social Stock Exchange (“SSE”) for FY 2023-24.
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Social Enterprises must submit annual disclosures and Annual Impact Reports to the Social Stock Exchange by 31 October 2024.
NPOs registered on the Social Stock Exchange, including those with designated securities listed on the SSE, must submit annual disclosures specified in SEBI's 19 September 2022 circular by 31 October 2024 under Regulation 91C(1). Social Enterprises that have registered with or raised funds through the SSE must submit their Annual Impact Report to the SSE by 31 October 2024 under Regulation 91E(1). A copy of the circular is available on SEBI's website under Legal Framework Circulars.
Enhancement of Dynamic Price Bands for scrips in the Derivatives segment
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Dynamic price bands tightened with higher flexing thresholds, phased smaller flexes, sliding bands and aligned cross-exchange implementation.
The circular enhances dynamic price bands by increasing preconditions for flexing to more trades, unique UCCs and trading members; implementing phased, smaller flex increments with longer cooling-off periods; requiring concurrent sliding of the opposite band and cancellation of orders outside the slid band; applying temporary option floors/ceilings linked to LTP or theoretical prices during cooling-off; and mandating cross-exchange alignment, operational procedures, infrastructure changes and phased implementation.
Norms for sharing of real time price data to third parties
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Real-time price data sharing restrictions require agreements, due diligence, and one-day lag for investor-education uses.
Sharing of real time price data with third parties is prohibited except for orderly market functioning or regulatory compliance. Permitted sharing requires a formal agreement detailing permitted uses and justification, annual board review of recipients and activities, due diligence, contractual safeguards against misuse, and best efforts to prevent misuse. Market price data may be shared for investor education only with a one-day lag and without monetary incentives. The circular becomes effective 30 days after issuance; MIIs must implement systems, amend bye-laws, and notify and publish the requirements.
Modification in Staggered Delivery Period in Commodity Futures Contracts
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Minimum duration of staggered delivery revised to at least three working days, altering scheduling for commodity futures contracts.
SEBI amends paragraph 11.1.3 of the Master Circular for Commodity Derivatives Segment to provide that the minimum duration of staggered delivery period shall be at least three working days. The change applies to contracts with staggered delivery scheduled after July 01, 2024. Recognised stock exchanges and clearing corporations must notify members and publish the amendment on their websites. The circular is issued under Section 11(1) of the Securities and Exchange Board of India Act, 1992 and operates within the Delivery and Settlement provisions of the Master Circular, with other conditions unchanged.
Audiovisual (AV) presentation of disclosures made in Public Issue Offer Documents
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Audiovisual disclosures must present key offer document information bilingually, uploaded and maintained by issuers and lead managers.
Salient disclosures for main board public issues must be produced as bilingual Audiovisual (AV) presentations, approximately ten minutes per language, factual, non-promotional and compliant with Schedule IX publicity rules. AVs must equitably cover material sections of the DRHP/RHP (company, risk factors, capital structure, objects, business, promoters, management, financial summary, litigations, material developments, offer terms), include a caution directing reliance only on the Offer Document and Price Band Advertisement, be uploaded by issuers and AIBI within five working days of specified filings, made available across digital platforms and QR codes, updated upon RHP/prospectus and price band publication, and remain the responsibility of the Issuer and Lead Managers.
Master Circular for Stock Brokers
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Master Circular consolidates SEBI rules for stock brokers, updating registration, supervision, client protections and tech compliance.
SEBI's Master Circular consolidates and updates all applicable circulars for stock brokers up to March 31, 2024, superseding the May 17, 2023 Master Circular, rescinding specified prior circulars as they relate to brokers while preserving prior actions, applications and liabilities, and sets out comprehensive, domain wise operative requirements on registration, supervision, client dealings, technology, QSB designation and enhanced compliance, issued under Section 11(1) of the SEBI Act.

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