Master Circular consolidates the regulatory framework for...

Master Circular consolidates the regulatory framework for debenture trustees and rescinds the earlier master circular while preserving prior actions, rights, liabilities, penalties, proceedings and pending applications. It requires portal-based registration requests and prior approval for change in control, and regulates business transfers, surrender, regulatory communications, and non-regulated activities through ring-fenced separate business units. Trustees must independently conduct security due diligence, issue prescribed certificates, validate charge creation and registration, and continuously monitor security cover, covenants, payments, ratings and defaults through the depository-hosted Security and Covenant Monitoring System. Issuers proposing listed debt securities must establish a Recovery Expense Fund for enforcement costs. The framework also prescribes disclosures, investor grievance handling, default remedies, investor-consent processes, compliance reporting, outsourcing controls, conflict management and suspicious-transaction reporting.