Trustee duties expanded: enhanced supervision, reporting and disclosure obligations to strengthen investor protection in securitisation transactions.
The amendment enacts enhanced eligibility and registration conditions for trustees including networth and staffing/qualification requirements; prescribes detailed trustee duties to supervise security creation and enforcement, ensure availability of trust property for specific scheme/tranche investors, obtain quarterly originator reports and auditor certificates, share such information with rating agencies, call investor meetings on requisition or servicer default, appoint a compliance officer, maintain infrastructure and notify the Board of networth shortfalls or material adverse actions. Schedule additions require confidentiality, prohibition on insider trading, internal controls, corporate governance and a standardised summary term sheet covering transaction particulars and credit enhancement disclosures.

Facilitation of tendering of shares required, with settlement through the stock exchange mechanism specified by the Board.
The SEBI amendment inserts Regulation 9(3A) into the Buy Back Regulations, obliging the acquirer or promoter to facilitate tendering of shares by shareholders and settlement of those tenders through the stock exchange mechanism as specified by the Board, thereby requiring buy back tendering and settlement to occur via the exchange based mechanism designated by SEBI.

Delisting offer: acquirer may delist when making an open offer, with specified failure announcements and tender rights.
An acquirer making an open offer may seek delisting if disclosed upfront; failure of the delisting requires prompt public announcement, filing of a draft letter of offer through the manager within a short period, payment of interest enhancing the offer price for delay, and compliance with takeover provisions. Competing offers bar delisting and remove interest liability for delays due to competition. Tendered shares may be withdrawn within a set window after failure announcement; non-tendering shareholders may still tender. The acquirer must facilitate tendering and settlement via stock-exchange mechanisms and may complete the acquisition only after a public announcement of delisting success.

Delisting procedure tightened with mandatory board disclosures, merchant banker due diligence and sale restrictions on promoters.
Amendments expand definitions and impose sale prohibitions on promoters, promoter groups and acquirers for six months prior to board approval and until completion of delisting. Boards must disclose delisting proposals, appoint a merchant banker, and provide two years of trading and off-market details for the top twenty-five shareholders for merchant banker due diligence. The merchant banker must certify compliance with securities laws and whether transactions were undertaken to facilitate the delisting. The board must certify compliance, adherence to conduct conditions, and that delisting serves shareholders' interest. Timelines and book-building settlement rules are shortened and revised; a power to relax enforcement and a fast-track delisting route for small inactive companies are introduced.

Research Analyst Certification required for practice; recognised alternative certifications accepted to meet regulatory compliance.
Any person acting or intending to act as a research analyst under the Research Analysts Regulations must obtain the Research Analyst Certification by passing the designated certification examination administered by a recognised certifying body; alternatively, the person may hold any other certification that the Board recognises from time to time for the purposes of the relevant provision in the Regulations.

Right to recall or redeem: issuers may offer call or put rights on debt securities with prescribed disclosure and procedures.
Introduces a statutory right to recall (call) or redeem (put) debt securities prior to maturity, subject to offer-document disclosure of exercisability date, minimum exercise period, redemption amount, allowance for full or partial exercise with issuer partial exercises done proportionately, a minimum two-year lock-in, at least twenty one days' notice to holders and stock exchange notification and advertisement, payment of redemption proceeds and interest within fifteen days of the exercise window close with specified interest for delay, and a post-exercise report to the stock exchange; retail investor defined by face value threshold.

Warrant conversion terms require upfront price determination and minimum upfront payment, with forfeiture for non exercise.
Regulation 4(3) is amended to increase a numeric threshold from "twelve" to "eighteen", to require that the price or conversion formula of warrants be determined upfront with at least twenty-five percent of the consideration received upfront, and to provide that consideration for any warrant not exercised shall be forfeited; regulation 54(7) is amended to add that the part payment on application shall not be less than twenty-five percent of the issue price.

Appointment of Part Time Member: Ms Anjuly Chib Duggal named to SEBI under SEBI Act, effective immediately.
Ms. Anjuly Chib Duggal, Secretary, Ministry of Corporate Affairs, is appointed as a Part Time Member of the Securities and Exchange Board of India under Section 4(1)(b) read with Sub section (3) of the Securities and Exchange Board of India Act, 1992, with immediate effect and until further orders, pursuant to the Ministry of Finance notification.

Common Derivatives Certification: optional unified examination deemed equivalent to segment certifications; associated persons must comply.
SEBI notifies Series XIII: Common Derivatives Certification Examination as an optional unified certification for associated persons previously required to hold separate currency, interest rate and equity derivatives certifications. Holders of Series XIII: CDCE are deemed equivalent to having obtained those segment specific certifications, and trading members must ensure approved users and sales personnel obtain the requisite certification within the timelines set by earlier notifications.

Special hardship leave for female employees establishes eligibility, permitted purposes, duration limits, approving authority and key conditions.
Special hardship leave for female employees sets eligibility for confirmed employees with five completed years (with exceptions), permits leave for family or health care, limits total leave to two years with a minimum three-month spell per year, designates approving authorities by grade, makes approved leave irrevocable, provides that leave is without pay save house allowance while allowing retention of accommodation, counts leave for seniority but not for other leave accrual, and empowers the Board to cancel or recall leave and impose related conditions including compensation on resignation during leave.

Public shareholding obligations require restoration after dilution from depository receipts or employee benefit schemes within prescribed timeframe.
The amendments redefine public shareholding to include equity shares underlying depository receipts where the receipt holder can issue voting instructions and such receipts are listed under the Depository Receipts Scheme, 2014, while excluding shares held by trusts for employee benefit schemes; they add a minimum public offer/allotment phrase and require companies whose public shareholding falls below the prescribed threshold due to the Depository Receipts Scheme or Share Based Employee Benefits Regulations to restore public shareholding to the prescribed threshold within three years as specified by the regulator.

Public shareholding requirement: companies must restore minimum public float after depository receipt or employee benefit schemes within a mandated compliance period.
Amendment redefines public shareholding to include equity underlying depository receipts listed internationally with voting-instruction rights and excludes shares held by employee benefit trusts; it mandates that listed companies whose public shareholding falls below the prescribed threshold due to the Depository Receipts Scheme, 2014 or the SEBI Share Based Employee Benefits Regulations, 2014 must restore public shareholding to at least that threshold in the manner specified by SEBI within a three-year compliance period from the relevant notification.

Insider trading prohibition framework established to strengthen controls, define offences, and require compliance and internal safeguards.
The Regulations establish a regulatory framework to prohibit insider trading in securities and strengthen the legal architecture for preventing and addressing insider dealing by creating enforceable obligations, defining the regulatory scope for market participants, and underpinning measures for prevention and control of misuse of unpublished price-sensitive information.