Wilful defaulter restrictions bar public debt issues and mandate prominent private placement disclosures for investor information.
The regulations add a wilful defaulter definition covering issuers whose directors or promoters are so categorized, and prohibit public issues of debt securities where the issuer, controller, promoter or director is restrained from markets or is a wilful defaulter or in default of interest or principal payments for over six months. For private placement listings, issuers must make specified disclosures about wilful default (declaring bank, year, outstanding amount, entity name, remediation steps and other investor relevant information), prominently disclose wilful default on the cover page, and present these disclosures in a separate, indexed chapter or section.

Wilful defaulter designation restricts public issues and mandates enhanced disclosures for issuers, promoters or directors.
The amendment defines "wilful defaulter" as per bank or financial institution categorisation and bars public equity issues by an issuer or any promoter or director who is a wilful defaulter; it also bars public issues of convertible debt if the issuer or related promoter/director is a wilful defaulter or if the issuer has defaulted on public debt interest or principal for over six months. Where a wilful defaulter status exists, issuers must make Part G Schedule VIII disclosures in offer documents and abridged letters of offer, show the status prominently on the cover page, and present disclosures in a separate indexed section. Rights-issue renunciation by promoters is limited to within the promoter group.

Wilful defaulter prohibition bars persons categorized as wilful defaulters from making open offer announcements under takeover rules.
The amendment defines "wilful defaulter" as a person categorized by banks or financial institutions under RBI guidelines, including persons whose director, promoter or partner is so categorized, and provides that no wilful defaulter shall make a public announcement of an open offer or enter into transactions attracting the obligation to make such an announcement, except that a wilful defaulter may make a competing offer under the applicable competing offer provision.

Statement on Impact of Audit Qualifications now replaces prescribed forms and requires declaration or statement with annual results.
Amendments require listed entities to file an annual audited financial results submission accompanied either by a Statement on Impact of Audit Qualifications for modified audit opinions or, for unmodified opinions, a declaration to that effect to the stock exchange(s). The new statement replaces Forms A and B, standardises format and submission across regulations, removes the Qualified Audit Report Review Committee, tasks recognised exchanges with reviewing the statement and audit report, and provides that management may explain qualifications and present estimates (or reasons if unquantifiable) for auditor review.

Withdrawal of recognition for a stock exchange after failure to corporatise and demutualise within the statutory timeframe.
Withdrawal of recognition is effected because the Delhi Stock Exchange Limited failed to complete corporatisation and demutualisation within the prescribed timeframe under the notified corporatisation and demutualisation scheme, thereby invoking sub section (2) of section 5 of the Securities Contracts (Regulation) Act, 1956 and resulting in a Central Government notification withdrawing the recognition previously granted under section 4.

Foreign portfolio investor acquisition restriction: FPIs may acquire depository shares only through the secondary market under prescribed limits.
Regulation 7 is amended to make combined holdings subject to limits prescribed by the Central Government, to omit specified sub clauses, and to insert a proviso that no foreign portfolio investor shall acquire depository shares other than through the secondary market. The term "institutional" is replaced by "portfolio" in the relevant clause and in Form E, clause 3(f) of the First Schedule.

Foreign portfolio investor restrictions: acquisition of exchange or clearing corporation shares limited to secondary market under amended regulations.
The amendments insert the qualifier "Subject to the limits as otherwise prescribed by the Central Government from time to time" before references to combined holdings, harmonise wording and punctuation, omit certain sub-clauses, and crucially add provisos that no foreign portfolio investor shall acquire shares of a recognised stock exchange or recognised clearing corporation otherwise than through the secondary market; they also substitute "portfolio" for "institutional" in specified provisions and update an explanatory cross-reference.

Chairman reappointment: SEBI Chair re-appointed under SEBI Act, tenure extended until further orders or specified term.
Re-appoints Shri U. K. Sinha as Chairman, SEBI, effective 18 February 2016, until 1 March 2017 or until further orders, under the authority of Section 4 of the SEBI Act, 1992 and rule 3 of the SEBI (Terms & Conditions of Service of Chairman & Members) Rules, 1992, issued by the Central Government through the Ministry of Finance.

Exit offer for dissenting shareholders required when control-related proposals are opposed, with prescribed pricing and procedural safeguards.
Regulations mandate that promoters or controlling shareholders must make an exit offer to dissenting shareholders when a specified minority votes against changes in objects or contract terms and funds utilised for the original objects fall below a threshold. Eligible dissenters are those holding shares on the relevant date. The exit price is determined by the highest of specified acquisition-based benchmarks or, for infrequently traded shares, a merchant banker valuation. The regime prescribes merchant banker appointment, escrow security, tendering period mechanics, withdrawal rights, settlement via recognised exchange mechanisms, prompt payment timelines, and detailed post-offer disclosures. Promoters must ensure non-public shareholding limits are not breached.

Promoter acquisition exclusion: promoter or controlling shareholder purchases fall outside takeover regulation under Chapter VI A ICDR.
The amendment inserts a sub regulation into regulation 3 providing that the takeover regulation does not apply to acquisitions of shares or voting rights by promoters or shareholders in control when those acquisitions are governed by Chapter VI A of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009.

Concentration limits in mutual fund debt portfolios restrict exposure to a single issuer, with board approvals for higher exposure.
Mutual fund schemes face an issuer-level debt concentration limit on investments in debt instruments rated not below investment grade by a Board-authorised credit rating agency, with a provision for higher exposure subject to prior approval of the Board of Trustees and the asset management company's Board of Directors. Exemptions include Government securities, treasury bills and collateralized borrowing and lending obligations; mortgaged backed securitised debt may be included within the limit if similarly rated. Existing schemes must conform to the revised limits within a timeframe and manner specified by the Board.

Renewal of recognition granted to a clearing corporation, with corporate name substitution following Registrar certification.
The Securities and Exchange Board of India renewed recognition of MCX-SX Clearing Corporation Limited for one year commencing 3 October 2015 and ending 2 October 2016 under the Securities Contracts (Regulation) Act; following certification by the Registrar of Companies, Mumbai that the entity was renamed, the notification substitutes the name with Metropolitan Clearing Corporation of India Limited, effective from the certified date.

Investor Protection Fund contribution required from depository profits, to be credited annually at Board-specified percentage.
Every depository is required to credit five per cent, or such percentage as may be specified by the Board, of its profits from depository operations each year to the Investor Protection Fund, pursuant to the substituted Regulation 53C(2), with the amendment effective from September 11, 2012.

Exchange and depository services inclusion: SEBI amends ICDR Schedule X to add services relating to securities.
Amendment to Schedule X inserts a new item (9) specifying services provided by recognised stock exchanges and registered depositories, in relation to securities and renumbers the former items (9) and (10) as (10) and (11); the regulations take effect on publication in the Official Gazette.

Delisting thresholds and minimum exit price: amendments require low trading volume and exit price not below regulatory floor.
Amendments to Regulation 27 set the delisting trading-volume threshold where traded shares on each recognised exchange in the twelve months before the relevant board meeting are below ten percent of total shares, using a weighted average if share capital varied; they also require the exit price offered to public shareholders to be no less than the floor price determined under the Delisting Regulations read with the price-determination clause of the Substantial Acquisition and Takeovers framework.

Ownership threshold change narrows qualifying associates and grants Board discretion to determine associate status under factual criteria.
The 2016 Amendment revises the associate definition by changing ownership language to require "more than" the existing percentage threshold, omitting "or more," deleting a sub clause and the phrase about a company under the same management, and adding a new sub clause permitting the Board to deem a person an associate based on facts including extent of control, independence and conflict of interest; the regulations commence on publication in the Official Gazette.

Selection committee redesignation to Financial Sector Regulatory Appointments Search Committee with appointment panel to include three outside experts.
The amendment to rule 3(5) substitutes the phrase "a Search-cum-Selection Committee" with "the Financial Sector Regulatory Appointments Search Committee" and replaces "three experts" with "three outside experts", altering the nomenclature of the appointment body and specifying that the expert members must be external.

Local office establishment at Jammu expands SEBI investor protection, grievance redressal, and financial education jurisdiction in the State.
SEBI established a Local Office at Jammu under the administrative control of its Northern Regional Office to perform regulatory functions including investor protection, facilitation of investor grievance redressal, financial and investor education, and other assigned duties, with responsibilities extending to the territorial jurisdiction of the State of Jammu & Kashmir.