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Circulars
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Single registration for Stock Brokers & Clearing Members
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Single registration for brokers requires one central certificate and exchange approvals for operating across multiple markets.
Single registration replaces separate registrations for each exchange or clearing corporation by issuing one certificate of registration to a broker or clearing member, while operation on additional exchanges or clearing corporations requires approval from the concerned exchange/clearing corporation; approvals are subject to due diligence including Fit and Proper criteria, rectification of past deficiencies, recovery of dues, and applicable segment-wise fees.
Clarification on Government Debt Investment Limits
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Government debt investment limit changes require longer maturity bonds and enable auctions to allocate remaining capacity.
The circular establishes a USD 25 billion Government Debt limit for FPIs requiring incremental investments to be in government bonds with a minimum residual maturity of three years, and a separate USD 5 billion Long Term limit for specified institutional FPIs permitting investment only in dated securities with at least one year residual maturity. An auction mechanism activates when utilisation reaches 90%, with specified auction parameters, a minimum free limit threshold, 15-day utilisation and five-day reinvestment windows, and reinstatement of on-tap investment when utilisation falls below 85%.
Master Circular for Mutual Funds
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Mutual funds must file standardized SID/SAI/KIM, follow NAV and cut off rules, and meet governance, valuation and disclosure requirements.
Consolidated SEBI directives require mutual funds to prepare and file standardized offer documents - SID, SAI and KIM - in prescribed formats with specified filing, public availability and updation timelines; to follow uniform NAV publication and cut off timing rules; to implement governance and risk management systems including trustee and audit committee oversight, systems audits and employee trading controls; and to comply with detailed valuation, disclosure and reporting obligations for portfolio, AUM, commissions, NPAs and investor communications, with special rules for conversions, consolidations, product types and Qualified Foreign Investor access.
Modification to Investor Protection Fund (IPF) / Customer Protection Fund (CPF) Guidelines
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Investor Protection Fund claims eligibility altered; exchanges may retain residual funds pending litigation and must amend bylaws.
SEBI amends IPF/CPF guidelines: claims within three years from expiry of the specified period may be compensated from IPF/CPF if defaulter funds are inadequate and the Trust is satisfied the claimant could not earlier file; claims are ineligible where surplus funds were returned and may be borne by the exchange after scrutiny. Claims after three years may be civil disputes. Exchanges may retain residual amounts pending litigation and must amend bye laws, notify members, publish the changes, and report implementation.
Establishment of Connectivity with both depositories NSDL and CDSL – Companies eligible for shifting from Trade for Trade Settlement (TFTS) to Normal Rolling Settlement
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Dematerialisation requirement enables shifting securities from trade for trade to rolling settlement subject to certified compliance and no other grounds.
Shift from Trade for Trade Settlement to Normal Rolling Settlement is allowed where a company has connectivity with both depositories and at least fifty percent of non promoter holdings are dematerialised, certified by the Registrar and Transfer Agent or, if no RTA exists, by a practicing Company Secretary or Chartered Accountant; exchanges must ensure no other grounds for continued TFTS exist and report actions in regular development reports.
Position Limits for Mutual Funds in 10-year Interest Rate Futures (IRF)
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Position limits for mutual funds in interest rate futures clarified: fund-level equals trading member limits; scheme-level equals client limits.
Position limits for cash-settled 10-year Interest Rate Futures are clarified: mutual funds at the fund level shall follow position limits applicable to trading members, and individual schemes shall follow position limits applicable to clients; the circular is issued under SEBI's statutory powers to protect investors and regulate the securities market.
Corporate Governance in listed entities - Amendments to Clause 49 of the Equity Listing Agreement
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Corporate governance compliance strengthened through listing amendments on independent directors, committee composition, disclosures and related party transaction controls.
Amendments to Clause 49 revise corporate governance standards for equity listed companies: limited exemptions and a six month compliance window for companies newly subject to Clause 49; deferred applicability of the woman director provision; clarified tests and tenure rules for independent directors; mandatory disclosure of appointment terms and familiarisation programmes; prescribed composition and chairing rules for the Nomination and Remuneration and Risk Management Committees; tightened related party transaction policy with omnibus approval conditions and abstention rules; defined material subsidiary thresholds and shareholder approval requirements for loss of control or major asset disposals.
Amendments to SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 - Increasing the investment bucket for anchor investor and regulations concerning the preferential issue norms
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Anchor investor allocation change clarifies when revised rules apply to filings and preferential issue notices.
Amendments raise the anchor investor allocation and revise preferential issue rules. The revised anchor investor sub regulation applies to issuers filing offer documents with the Registrar of Companies on or after the amendment notification date. New and revised Chapter VII preferential issue regulations apply where the general meeting notice for the special resolution on preferential allotment is issued on or after the amendment notification date. The circular clarifies these temporal applicability rules to resolve interpretive difficulties.
Information regarding Grievance Redressal Mechanism
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Grievance redressal disclosure: intermediaries must prominently display investor complaint information and escalation avenues, including exchange and online portal contacts.
Intermediaries must prominently display investor grievance information in their offices: stock brokers and depository participants per Annexure A and other intermediaries per Annexure B. The display must identify the compliance officer and senior contact, provide communication means, and direct investors to exchange/depository escalation channels, an online grievance portal and a toll free helpline. Intermediaries must implement these disclosure obligations across all offices within the prescribed compliance period; the circular invokes regulatory powers to protect investor interests and indicates publication of the circular and complaint portal details on the regulator's website.
Core Settlement Guarantee Fund, Default Waterfall and Stress Test
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Core settlement guarantee fund requirement ensures adequate corpus and rigorous stress testing to secure settlement obligations.
Clearing corporations must maintain a Core Settlement Guarantee Fund (Core SGF) per segment adequate to meet member default contingencies, with monthly determination of a Minimum Required Corpus (MRC) derived from daily stress tests. Contribution shares require the clearing corporation to fund at least half the MRC, the stock exchange at least one quarter, and clearing members up to one quarter pro rata by risk; the fund is managed by the Defaulter's/SGF Utilisation Committee, invested in highly liquid low risk instruments, and is subject to a prescribed multilayered default waterfall and comprehensive daily stress, liquidity, reverse stress and back testing requirements.
Formats for disclosure under Regulation 30 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011(Regulations)
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Disclosure formats revised under takeover regulations: updated templates require detailed promoter, PAC and diluted shareholding disclosures immediately.
SEBI prescribes revised formats under Regulation 30 requiring standardised continual disclosures of substantial shareholding and related instruments. Annexure 1's Part A mandates identification of the target, listed exchanges, persons (including PACs and promoters) and a quantitative breakdown of holdings by shares, non share voting rights, warrants, convertible securities and other instruments, reported as percentages of issued and diluted share/voting capital. Part B lists PAN, promoter/PAC status and authorised signatory details for exchange filing only and is not disseminated.
Expanding the framework of Offer for Sale (OFS) of Shares through stock exchange mechanism
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Offer for Sale expansion: retail reservation and non promoter participation enabled, with separate cut off pricing and allocation rules.
SEBI expands the OFS mechanism to be available to top 200 companies by market capitalization and permits non promoter shareholders holding at least 10% to offer shares. A minimum 10% of every OFS must be reserved for retail investors (defined by an aggregate bid value cap), with cut off prices and allocations determined separately for retail and non retail categories; unutilized retail portions roll to non retail and excess retail demand at cut off is allotted proportionately. Sellers must notify exchanges on prescribed timelines, exchanges must disseminate notices immediately, and disclosed retail discounts may apply to allocation prices.
Monitoring of Compliance by Stock Exchanges
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Corporate governance: stock exchanges must monitor AGM scheduling to protect shareholder participation rights.
Stock exchanges must strengthen surveillance to detect and prevent practices that restrict shareholder participation at AGMs, such as scheduling related-company meetings with only a 15-minute interval, which prima facie prejudices investor interests. Exchanges are required to monitor listed companies' compliance with listing conditions and the Principles of Corporate Governance, and to ensure that procedures do not make it unduly difficult or expensive for shareholders to vote, in line with the revised Clause 49 effective October 1, 2014.
Clarification on position limits of domestic institutional investors for currency derivatives contracts
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Position limits for domestic institutional investors clarified - subject to sectoral regulator permission; banks must follow central bank guidance.
Position limits for domestic institutional investors in permitted currency derivatives pairs shall follow paragraph 12(a) of SEBI Circular CIR/MRD/DP/20/2014, subject to permission from their sectoral regulators; banks trading in the segment must follow the central bank's DIR-series guidance in paragraph 3. Stock Exchanges and Clearing Corporations must amend bye laws and systems, notify brokers and clearing members, disseminate the circular on their websites, and report implementation status to SEBI.
Change in Government Debt Investment Limits
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Government debt investment limit increased for FPIs; incremental allocation subject to three-year minimum residual maturity.
The circular reallocates government debt capacity by increasing the FPI allocation and reducing the long term FPI tranche within the overall cap; incremental and replacement investments against vacated limits must be placed in government bonds with a minimum residual maturity of three years, while there is no lock in and existing auctioned limits are grandfathered.
Clarification and extension of deadline with respect to circular on 'Guidelines on disclosures, reporting and clarifications under AIF Regulations'
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Disclosure obligations for AIFs updated: extended deadline, limited disciplinary disclosure, biannual reporting and definition clarifications.
SEBI extends the deadline to August 31, 2014 for sending the annexure to the placement memorandum. Disciplinary-history disclosure is confined to the last five years and to instances involving monetary penalties above the specified threshold; disputed tax liabilities in an individual's personal capacity are excluded and contingent liabilities are those shown in the entity's books. Modifications to fund terms must be reported to investors and SEBI semi annually on a consolidated basis. Material changes affect fundamental fund attributes, and exit-process rules do not apply where seventy five percent of unit holders by value approve. Joint investors are defined by mutual contribution; investee companies must hold or propose at least one project.
Delivery Instruction Slip (DIS) Issuance and Processing
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Delivery Instruction Slip transition rules allow limited transit acceptance of old slips and require DP notification to holders.
The circular directs depositories and Depository Participants to strengthen supervision of Delivery Instruction Slip (DIS) issuance and processing: DPs must inform Beneficial Owners that old DIS cannot be used after receipt of new DIS, permit a limited transit acceptance period for old DIS, publish and communicate the requirements, amend bye-laws as necessary, and report implementation status to the regulator.
Dispatch of physical Statements to BOs having Zero Balance and Nil Transactions
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Annual physical statement dispatch for zero balance demat accounts may be discontinued if no maintenance charge is received.
DPs must send at least one annual physical statement of holdings to BOs whose demat accounts have zero balance and nil transactions after one year and inform BOs that dispatch may be discontinued if the account continues to remain zero balance; non-receipt of Annual Maintenance Charge may also justify discontinuance. Electronic statements must be sent to BOs with registered email ids, and DPs must provide physical statements on request. Suspended securities are excluded when valuing holdings for BSDA eligibility. Depositories must amend bye-laws, notify DPs, disseminate the circular, and report implementation to SEBI.
Inter-Governmental Agreement with United States of America under Foreign Accounts Tax Compliance Act - Registration
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FATCA registration required for Indian financial institutions to obtain GIINs and avoid withholding; guidance covers overseas branch compliance.
The circular directs SEBI registered financial intermediaries to follow the Government's FATCA registration guidance: postpone registration until the formal IGA is signed, but register within the permitted period to obtain a Global Intermediary Identification Number (GIIN) to avoid FATCA withholding. Overseas branches in jurisdictions that permit registration or have Model One arrangements may obtain GIINs; branches in jurisdictions that do not permit registration will be subject to withholding. Parent/head office registration prerequisites and dissemination duties for Stock Exchanges and Depositories are also specified.
SEBI Circulars No. CIR/CFD/DIL/3/2013 dated January 17, 2013, CIR/CFD/DIL/7/2013 dated May 13, 2013 and CIR/CFD/POLICYCELL/14/2013 dated November 29, 2013 - Extension of time line for alignment
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Alignment of employee benefit schemes extended until new regulations are notified, while secondary market acquisition remains prohibited.
Existing employee benefit schemes must be aligned with SEBI (ESOS and ESPS) Guidelines, 1999, but the timeline for such alignment is extended until new regulations are notified; the existing prohibition on acquiring securities from the secondary market remains in force until schemes are aligned with the new regulations.

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