TaxTMI 
TaxTMI 
Master Circular for Investment Advisers
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....tained in the circulars listed out in the Appendix to this Master Circular, to the extent they relate to the IAs, shall stand rescinded 4. Notwithstanding such rescission, a) Anything done or any action taken or purported to have been done or taken under the rescinded circulars, prior to such rescission, shall be deemed to have been done or taken under the corresponding provisions of this Master Circular; b) Any application made to the Board under the rescinded circulars, prior to such rescission, and pending before it shall be deemed to have been made under the corresponding provisions of this Master Circular; c) The previous operation of the rescinded circulars or anything duly done or suffered thereunder, any right, privilege, obligation or liability acquired, accrued or incurred under the rescinded circulars, any penalty, incurred in respect of any violation committed against the rescinded circulars, or any investigation, legal proceeding or remedy in respect of any such right, privilege, obligation, liability, penalty as aforesaid, shall remain unaffected as if the rescinded circulars have never been rescinded. 5. This circular is issued in exe....
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....Intermediaries 14. Framework for Regulatory Sandbox 36 36 Page 3 of 83 S=31 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India Sr. Subject Page No. No. 15. General Guidelines for dealing with Conflicts of Interest of intermediaries and their Associated Persons in Securities Market 36 16. Approach to securities market data access and terms of usage of data provided by data sources in Indian securities market 38 17. 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 18. Know Your Client (KYC) norms for the securities market 19. Simplification of requirements for grant of accreditation to investors 39 40 40 40 VII. REPORTING REQUIREMENTS 20. Periodic reporting format for Investment Advisers 21. Other reporting requirements 41 42 VIII. ....
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....IR/P/2020/182 dated September 23, 2020 2 "Group" and "family of an individual investment adviser" shall be as per Regulation 22(3)(iii) and Regulation 2. (1) (gc) respectively of the IA Regulations Page 5 of 83 53 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India available to such client at the time of on boarding. (c) Client under these guidelines shall include individual client or non- individual client. (d) The client shall have discretion to continue holding assets prior to of this segregation under the existing the applicability advisory/distribution arrangement. However, the client shall not be forced to liquidate/switch such existing holdings. (e) Permanent Account Number (PAN) of each client shall be the control record for identification and client level segregation. (f) In case of an individual client, "family of client"³ shall be reckoned as a single client and PAN of all members in “family of client†would jointly and severally be the contr....
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....er annum per client across all services offered by IA. (b) IA shall be required to demonstrate AUA with supporting Page 7 of 83 5-3 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India documents like demat statements, unit statements etc. of the client. (c) Any portion of AUA held by the client under any pre-existing distribution arrangement with any entity shall be deducted from AUA for the purpose of charging fee by the IA. (B) Fixed fee mode The maximum fees that may be charged under this mode shall not exceed INR 1,25,000 per annum per client across all services offered by IA. General conditions under both modes (a) In case "family of client" is reckoned as a single client, the fee as referred above shall be charged per "family of client". (b) IA shall charge fees from a client under any one mode i.e. (A) or (B) on an annual basis. The change of mode shall be effected only after 12 months of on boarding/last change of mode. (c) If agreed by the client, IA ....
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.... requirements under regulation 7(1) has been extended to September 30, 2025.5 5 Reference: Circular No. SEBI/HO/MIRSD/MIRSD-POD-2/P/CIR/2023/168 dated October 10, 2023 Page 9 of 83 5-3 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India Further, in terms of second proviso of regulation 7 (1), it is specified that existing individual IAs above fifty years of age (as on September 30,2020) shall not be required to comply with the qualification and experience requirements specified under Regulation 7(1)(a) and 7(1)(b) of the IA Regulations. However, such IAs shall hold National Institute of Securities Market (NISM) accredited certifications and comply with other conditions as specified under Regulation 7(2) of the IA Regulations at all times. (v) Registration as Non Individual Investment Advisor a. As per Regulation 13(e) of the IA Regulations, an individual IA shall apply for registration as non-individual investment adviser on or before reaching 150 clients. b. Such ....
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....ds be preserved, then such records shall be kept till further intimation from SEBI. (vii) Audit a. As per regulation 19(3) of the IA Regulations, IA shall ensure that annual audit in respect of compliance of the IA Regulations and circulars issued thereunder is conducted. The audit shall be completed within six months from the end of each financial year. Page 11 of 83 531 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India b. The adverse findings of the audit, if any, along with action taken thereof duly approved by the individual IA/management of the non- individual IA, shall be reported to respective SEBI office (based on the registered address of IA) within a period of one month from the date of the audit report but not later than October 31st of each year for the previous financial year starting with the financial year ending March 31,2021. (viii) Risk profiling and suitability for non-individual clients a. Regulations 16 and 17 of the IA Regulations mandate....
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..... Further, IAs shall not accept part payments (where some part of the fee is paid in advance) for any product/service. 2.2 Proper risk profiling and consent of client on risk profiling Risk profiling of the client is essential to provide advice on suitable product based on various criteria like income, age, securities market experience etc. 6 Reference: Circular No. SEBI/HO/IMD/DF1/CIR/P/2019/169 dated December 27, 2019 Page 13 of 83 5=31 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India Registered IAs shall provide investment advice only after completing the following steps: a. Complete the risk profile of the client based on information provided by the client. b. Obtain consent of the client on completed risk profile either through registered email or physical document. 2.3 Receiving fees though banking channel only It is observed that the IAs are receiving advisory fee in the form of cash deposit in their bank accounts or through payment gateways which does not p....
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....te legal entity and subject to approval of the Board. 3.4 Considering the growing number of registered IAs and the above mentioned provisions, it was decided to recognize a wholly-owned subsidiary of the stock exchange (stock exchange subsidiary) to administer and supervise IAs registered with SEBI. A. Criteria for grant of recognition The recognition of stock exchange subsidiary, in terms of the aforesaid Regulation 14, shall be based on the eligibility of the parent entity, i.e. the stock exchange, for which the following eligibility criteria is laid down: i. Number of years of existence: Minimum 15 years. ii. Stock exchanges having a minimum networth of INR 200 crores. iii. Stock exchanges having nation-wide terminals. iv. Investor grievance redressal mechanism including Arbitration. v. Capacity for investor service management gauged through reach of Investor Service Centers (ISCs): Stock exchanges having ISCs in at Page 15 of 83 53 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchang....
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....ted (BASL), a wholly owned subsidiary of BSE Limited, has been granted recognition as IAASB for a period of three years from June 01, 2021. The details may be perused in the Press Release issued by SEBI on June 14, 2021 and available at https://www.sebi.gov.in/media/press-releases/jun-2021/bse-administration- and-supervision-limited-granted-recognition-for-administration-and- supervision-of-investment-advisers_50540.html, which also provides a link for the Standard Operating Procedure (SOP) and the Frequently Asked Questions (FAQs) issued by BASL. 4.3 IAASB shall inter-alia have following responsibilities: i. Supervision of IAs including both on-site and offsite ii. Grievance redressal of clients and IAs iii. Administrative action including issuing warning and referring to SEBI for enforcement action iv. Monitoring activities of IAs by obtaining periodical reports V. Submission of periodical reports to SEBI vi. Maintenance of database of IAs 4.4 The Board of the IAASB shall, at all times, be chaired by a Public Interest Director and shall also have, at all times, a Director who will bring investor perspective. 4.5 SEBI sha....
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....Background 5.1. In terms of Regulation 38A of the 'SECC Regulations' 11 notified on April 26, 2024, a recognised Stock Exchange may undertake the activities of administration and supervision over specified intermediaries on such terms and conditions and to such an extent as may be specified. Accordingly, Stock Exchange shall now be recognised as RAASB12 and IAASB13 under Regulation 14 of the 'RA Regulations' 14 and the IA Regulations for administration and supervision of Research Analysts ('RAs') and Investment Advisers ('IAs') respectively. The detailed framework for RAASB and IAASB is specified in Annexure C. 5.2. As per clause (xi) of Regulation 6 of RA Regulations and clause (n) of Regulation 6 of IA Regulations, an applicant seeking registration as RA and IA is required to be enlisted with RAASB and IAASB respectively. The provisions governing enlistment including enlistment of existing RAS/IAs and of applicants whose registration applications are under process as on the effective date of this circular are specified in the enclosed framework at Annexure C. 10 Reference: Circular No. SEBI/HO/MIRSD/MIRSD-SEC-3/P/CIR/2024/34 date....
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....िà¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India IV. TECHNOLOGY RELATED 6. Advisory for Financial Sector Organizations regarding Software as a Service (SaaS) based solutions 15 6.1. Ministry of Electronics & Information Technology, Govt. of India (MoE&IT), has informed SEBI that the financial sector institutions are availing or thinking of availing Software as a Service (SaaS) based solution for managing their Governance, Risk & Compliance (GRC) functions so as to improve their cyber Security Posture. As observed by MoE&IT, though SaaS may provide ease of doing business and quick turnaround, but it may bring significant risk to health of financial sector as many a time risk and compliance data of the institution moves beyond the legal and jurisdictional boundary of India due to nature of shared cloud SaaS, thereby posing risk to the data safety and security. 6.2. In this regard, Indian Computer Emergency Response Team (CERT-in) has issued an advisory for Financial Sector organizations. The advisory has been forwarded to SEBI for....
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....oll Free Helpline at 1800 22 7575 / 1800 266 7575. 16 Reference: Circular No.CIR/MIRSD/3/2014 dated August 28, 2014, SEBI/HO/OIAE/IGRD/P/CIR/2022/0150 dated November 07, 2022, SEBI/HO/OIAE/IGRD/CIR/P/2023/156 dated September 20, 2023 and SEBI/HO/OIAE/OIAE_IAD- 3/P/CIR/2023/195 dated July 31, 2023 (updated as on December 28, 2023) Page 22 of 83 7.3. 5-3 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India IAs are also advised to refer to the following circulars on the redressal of investor grievances through the SEBI Complaints Redressal System (SCORES) platform and Online Dispute Resolution (ODR) Platform. i. Master Circular No. SEBI/HO/OIAE/IGRD/P/CIR/2022/0150 dated November 07, 2022 issued by SEBI on the 'Redressal of investor grievances through the SEBI Complaints Redress System (SCORES) platform' at the following link: https://www.sebi.gov.in/legal/master- circulars/nov-2022/master-circular-on-the-redressal-of-investor- grievances-through-the-sebi-complaints-redress-....
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....lications shall send status of Investor Complaints to the investors on their registered email on a monthly basis. 8.4. Further, the IAs are advised to display link/option to lodge complaint with them directly on their websites and mobile apps. Additionally, link to SCORES website/ link to download mobile app (SEBI SCORES) may also be provided. 8.5. The disclosure requirements under this clause came into effect from January 01, 2022. Page 24 of 83 S=31 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India VI. MISCELLANEOUS 9. Procedure for seeking prior approval for change in control 18 9.1. Regulation 15(11) of the IA Regulations, IA shall obtain prior approval of SEBI in case of change in control. 9.2. To streamline the process of providing approval to the proposed change in control of IA (hereinafter referred as IA or applicant), it has been decided as under: i. IA shall make an online application to SEBI for prior approval through the SEBI Intermediary Po....
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....hange Board of India (Intermediaries) Regulations, 2008 are complied with. h. In case the incumbent is a registered stock broker, clearing member, depository participant, in addition to the above, it shall obtain approval /NOC from all the stock exchanges/clearing corporations/depositories, where the incumbent is a Page 26 of 83 5-3 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India member/depository participant and submit self-attested copy of the same to SEBI. iii. The prior approval granted by SEBI shall be valid for a period of six months from the date of such approval within which the applicant shall file application for fresh registration pursuant to change in control. 9.3. To streamline the process of providing approval to the proposed change in control of an IA in matters which involve scheme(s) of arrangement which needs sanction of the National Company Law Tribunal ("NCLT") in terms of the provisions of the Companies Act, 2013, the following has been dec....
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....on/disclosures in the advertisement: The information/disclosures that the advertisement shall contain, include the following- 19 Reference: Circular Nos. SEBI/HO/MIRSD/MIRSD-POD-2/P/CIR/2023/51 dated April 05, 2023 and SEBI/HO/MIRSD/MIRSD-POD-2/P/CIR/2023/52 dated April 06, 2023 Page 28 of 83 i. 5-3 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India Name of the IA/RA as registered with SEBI, registered office address, SEBI Registration No., logo/brand name/trade name of IA, and CIN of the IA, if applicable. ii. Information which is accurate, true and complete in unambiguous and concise language. iii. Standard warning in legible fonts (minimum 10 font size) which states "Investment in securities market are subject to market risks. Read all the related documents carefully before investing". No addition or deletion of words shall be made to/from the standard warning. iv. In audio-visual media based advertisements, the standard warning in visual media based adverti....
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....¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India vii. Any statement that is exaggerated or is inconsistent with or unrelated to the nature and risk and return profile of the product. viii. Extensive use of technical or legal terminology or complex language and the inclusion of excessive details which may distract the investors. ix. Reference to any report, analysis, or service as free, unless it actually is free and without condition or obligation. ✗. Any promise or guarantee of assured or risk free return to the investors. The advertisement shall not imply any assured returns or minimum returns or target return or percentage accuracy or service provision till achievement of target returns or any other nomenclature that gives the impression to the client that the investment advice is risk- free and/or not susceptible to market risks and/or that it can generate returns with any level of assurance. xi. Any statement which directly or indirectly discredits other advertisements or int....
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....ayed on portal/web site, if any, notice board, display boards, advertisements, publications, know your client forms and client agreements. ii. The information such as name of the IA as registered with SEBI, its logo, its registration number, its complete address with telephone numbers, the name of the compliance officer, his telephone number and e- mail address, the name, telephone number and e-mail address of the grievance officer or the grievance redressal cell shall be displayed prominently in statements or reports or any other form of correspondence with the client. iii. Disclaimer that "Registration granted by SEBI, membership of BASL and certification from NISM in no way guarantee performance of the IA or provide any assurance of returns to investors" shall be mentioned on portal/web site, if any, notice board, display boards, advertisements, publications, know your client forms, client agreements, statements or reports or any other form of correspondence with the client. iv. SEBI logo shall not be used by IA. 10.3. The aforesaid provisions on advertisement code and usage of brand name/trade name became applicable with eff....
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....h 23, 2011 22 Circular CIR/ISD/2/2011 dated March 24, 2011. 23 Circular CIR/MIRSD/24/2011 dated December 15, 2011. Page 34 of 83 5-3 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India 13.2. It has been observed that often the intermediaries resort to outsourcing with a view to reduce costs, and at times, for strategic reasons. 13.3. Outsourcing may be defined as the use of one or more than one third party - - either within or outside the group - by a registered intermediary to perform the activities associated with services which the intermediary offers. 13.4. Principles for Outsourcing The risks associated with outsourcing may be operational risk, reputational risk, legal risk, country risk, strategic risk, exit-strategy risk, counter party risk, concentration and systemic risk. The principles for outsourcing are given in Annexure G. 13.5. Activities that shall not be Outsourced: - The intermediaries desirous of outsourcing their activities shall not, however, ....
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....f interest. They shall be responsible for educating their associated persons for compliance of these guidelines. 24 Reference: Circular No. SEBI/HO/ITD/ITD/CIR/P/2021/575 dated June 14, 2021 and SEBI/HO/MIRSD/MIRSD_IT/P/CIR/2021/0000000658 dated November 16, 2021 25 Reference: Circular CIR/MIRSD/5/2013 dated August 27, 2013. Page 36 of 83 53 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India 15.3. For the purpose of these guidelines "associated persons" shall have the same meaning as defined in Securities and Exchange Board of India (Certification of Associated Persons in the Securities Markets) Regulations, 2007. 15.4. Intermediaries and their associated persons shall, i. ii. lay down, with active involvement of senior management, policies and internal procedures to identify and avoid or to deal or manage actual or potential conflict of interest, develop an internal code of conduct governing operations and formulate standards of appropriate conduct in the perform....
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....egulations/ circulars issued by the Board from time to time regarding dealing with conflict of interest, in respect of intermediaries. 16. Approach to securities market data access and terms of usage of data provided by data sources in Indian securities market26 16.1. As are advised to make note of the following: 26 Reference: Circular SEBI/HO/DEPA-III/DEPA-III_SSU/P/CIR/2022/25 dated Feb 25,2022 Page 38 of 83 531 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India "As far as the data provided by various data sources in Indian securities markets pursuant to regulatory mandates for reporting and disclosure in public domain are concerned, such data should be made available to users, 'free of charge' both for 'viewing' the data as also for download in the format as specified by regulatory mandate for reporting, as well as their usage for the value addition purposes." 16.2. Further, apart from the data made available free of cost, data which is chargeable should be appropria....
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....on of requirements for grant of accreditation to investors i. IAs are advised to refer to the following circulars with respect to accreditation to investors: Circular No. SEBI/HO/IMD/IMD-I/DF9/P/CIR/2021/620 dated August 26, 2021 on 'Modalities for implementation of the framework for Accredited Investors available at: https://www.sebi.gov.in/legal/circulars/aug-2021/circular-on- modalities-for-implementation-of-the-framework-for-accredited- investors 52116.html ii. Circular No. SEBI/HO/AFD/PoD1/CIR/2023/189 dated December 18, 2023 on 'Simplification of requirements for grant of accreditation to investors" available at: https://www.sebi.gov.in/legal/circulars/dec-2023/simplification-of- requirements-for-grant-of-accreditation-to-investors_79990.html Page 40 of 83 S=31 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India VII. REPORTING REQUIREMENTS 20. Periodic reporting format for Investment Advisers27 20.1. In terms of Regulation 15(12) of Securities and....
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....last ved * ved Pending complaints Resolution # > 3 months time^ (in days) month 1 Directly from 2 Investors SEBI (SCORES) 3 Other Sources (if any) Grand Total * Inclusive of complaints of previous months resolved in the current month. # Inclusive of complaints pending as on the last day of the month Λ Average Resolution time is the sum total of time taken to resolve each complaint in days, in the current month divided by total number of complaints resolved in the current month. Page 42 of 83 S=31 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India Trend of monthly disposal of complaints Carried forward from Received Resolved* Pending# previous month Sr. Month No. 1 April, YYYY 2 May, YYYY 3 June, YYYY 4 5 March, YYYY Grand Total * Inclusive of complaints of previous months resolved in the current month. #Inclusive of complaints pending as on the last day of the month. Trend o....
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....gulations, 2013. The agreement shall clearly provide for in the first page: a) the consent of the client on the following understanding: Page 44 of 83 5-3 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India "I / We have read and understood the terms and conditions of Investment Advisory services provided by the Investment Adviser along with the fee structure and mechanism for charging and payment of fee. Based on our written request to the Investment Adviser, an opportunity was provided by the Investment Adviser to ask questions and interact with 'person(s) associated with the investment advice"". b) Declaration from the Investment Adviser that: • • Investment Adviser shall neither render any investment advice nor charge any fee until the client has signed this agreement. Investment Adviser shall not manage funds and securities on behalf of the client and that it shall only receive such sums of monies from the client as are necessary to discharge the cl....
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....he Securities and Exchange Board of India (Investment Advisers) Regulations, 2013. f) Provisions regarding audit as per the Securities and Exchange Board of India (Investment Advisers) Regulations, 2013. g) Undertaking to abide by the Code of Conduct as specified in the Third Schedule of the Securities and Exchange Board of India (Investment Advisers) Regulations, 2013. 5. Investment objective and guidelines: a) Types of securities in which investment advice would be provided, including an undertaking from the investment adviser to recommend direct implementation of advice i.e. through direct schemes/direct codes, and other client specifications / restrictions on investments, if any. Page 46 of 83 5-3 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India b) Particulars regarding financial plan or model or strategy as agreed with the client (based on the risk profiling conducted for the client, total AUA of the client and time period for deployment). c) Tax related as....
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....nship shall be maintained throughout the tenure of advisory service; In case of Investment Adviser who are individuals: (a) to represent that they shall not provide any distribution services. (b) to represent that the family of an individual Investment Adviser shall not provide distribution services to the client advised by the individual Investment Adviser, for securities and investment products. (c) to represent that they shall not provide investment advisory services, for securities and investment products, to a client who is receiving distribution services from other family members; iii. The Investment Adviser (non-individual); (a) to represent that they shall not provide any distribution services, for securities and investment products, either directly or through their group to an advisory client. (b) to represent that they shall not provide investment advisory services, for securities and investment products, either directly or through their group to the distribution client. 13. Representation to client: The investment adviser to ensure that it will take all consents Page 48 of 83 S=31 à¤à¤¾à¤°à¤¤à¥€....
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....ay result by reason of fluctuation in asset value, or by reason of non-performance or underperformance of the securities/funds or any other market conditions. 19. Representations and covenants: Adequate and appropriate representations about qualifications of the adviser, principal officer, persons associated with the investment advice, receipt of all applicable approvals and consents (from regulatory / statutory bodies, third party consents, corporate approvals etc.) and covenant to maintain them throughout the validity of advisory service. 20. Death or Disability of client: Provisions in relation to continuation / termination of the advisory service in event of client's death / disability, succession, nomination, representation etc. to be incorporated. 21. Death or Disability of investment adviser: Every individual investment adviser must appoint one of its legal heirs, executor, trustee, administrator of estate of the deceased (the "Obligor") as the person-in-charge in the event of investment adviser's death / disability. The agreement must set out the full name, PAN and contact details of such Obligor. The agreement must disclose the ....
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....le application: Data for the month ending - Pending Received Resolved Total Pending Average Sr. Received No. from at the end of last month 1 Directly from Investors 2 SEBI ☠(SCORES) 3 Other * # > 3months Pending complaints Resolution time^ (in days) Page 51 of 83 S31 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India ☠anys (if Grand Total * Inclusive of complaints of previous months resolved in the current month. # Inclusive of complaints pending as on the last day of the month Λ ^ Average Resolution time is the sum total of time taken to resolve each complaint in days, in the current month divided by total number of complaints resolved in the current month. Trend of monthly disposal of complaints Carried forward from Received Resolved* Pending# previous month Sr. No. Month 1 April, YYYY 2 May, YYYY 3 June, YYYY 4 5 March, YYYY Grand Total * Inclusive of co....
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.... an internal committee to oversee the activities of administration and supervision of RAS and IAs. The committee shall periodically Page 53 of 83 5-3 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India review the performance of the stock exchange as RAASB/ IAASB and make recommendations to SEBI. The constitution of the committee shall be as follows: (i) Public Interest Directors shall form the majority of the committee; (ii) A maximum of two key management personnel of the stock exchange can be on the committee; (iii) The committee shall also include independent external persons representing RAS, IAs and proxy advisors, with minimum one representative for each segment. 3. Responsibilities of SEBI and RAASB/ IAASB: 3.1. The core functions relating to registration, enforcement action and disciplinary or penal action shall remain with SEBI and SEBI shall continue to register IAs and RAS as per the mandate given under the Securities and Exchange Board of India Act, 1992. The....
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..../IAs for implementation of provisions of SEBI regulations/ circulars 7. Submission of periodical reports to SEBI 8. Collection and administration of fees. Activities pertaining to supervision: 9. Monitoring the activities of RAS/IAs by obtaining Annual Compliance Audit Report and other periodic/ad-hoc reports covering general details of RAS/IAS, details of customer complaints, details of clients, etc. 10. Monitoring compliance of regulations/ circulars by Ras/IAs 11. Grievance redressal and Arbitration/ Online Dispute Resolution (ODR) 12. Taking administrative action including imposition of penalties and issuing warning/caution letter Page 55 of 83 S=31 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India 13. Referring to SEBI for enforcement action against RAS/IAS. In addition to the above, the recognised RAASB/IAASB may be assigned with on-site/offsite inspection of RAS/IAS, to be done on behalf of/concurrently with SEBI and any other activity....
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....while IAASB framework 5.1 Any action taken or purported to have been taken or any action that may be taken against any person in relation to the membership of IAASB recognised under regulation 14 of IA Regulations shall be deemed to have been done or taken or may be taken under the corresponding provisions of the amended IA regulations. 6. Measures for promoting efficiency 6.1 To begin with, in order to ensure efficiency in the system and economies of scale, RAASB and IAASB shall be one and the same stock exchange. 6.2 In cases where a person has registration as both RA as well as IA, in the interest of efficiency, a single window clearance of various approvals shall be adopted. Details in this regard shall be specified by the recognised RAASB and IAASB. 7. Submission of Periodic Reports 7.1 Pursuant to operationalization of RAASB/ IAASB framework, all registered RAS/ IAs shall submit periodic reports to RAASB/ IAASB in the manner specified by SEBI. 8. Monitoring of RAASB/IAASB 8.1 SEBI shall monitor RAASB and IAASB through periodical reports and inspection regarding administration and supervision of RAS and IAs. Page 57 o....
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....vision protocol mechanisms while keeping such critical data within the legal boundary of India. The organisations may also be requested to report back to their respective regulatory authority regarding compliance to this advisory. It is requested that you may kindly keep CERT-In informed of the actions taken and periodically provide the updated compliance to this advisory. (It may be noted that TLP Amber means: limited disclosure, restricted to participants' organizations. When should be used: Sources may use TLP:AMBER when information requires support to be effectively acted upon, yet carries risks to privacy, reputation, or operations if shared outside of the organizations involved. How may it be shared: Recipients may only share TLP:AMBER information with members of their own organization, and with clients or customers who need to know the information to protect themselves or prevent further harm. Sources are at liberty to specify additional intended limits of the sharing: these must be adhered to.) Page 59 of 83 S=31 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और à¤....
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....lity of the client. D. Details of grievance redressal mechanism and how to access it 1. In case of any grievance / complaint, an investor should approach the concerned Investment Adviser and shall ensure that the grievance is resolved within 30 days. 2. If the investor's complaint is not redressed satisfactorily, one may lodge a Page 61 of 83 5-3 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India complaint with SEBI on SEBI's 'SCORES' portal which is a centralized web based complaints redressal system. SEBI takes up the complaints registered via SCORES with the concerned intermediary for timely redressal. SCORES facilitates tracking the status of the complaint. 3. With regard to physical complaints, investors may send their complaints to: Office of Investor Assistance and Education, Securities and Exchange Board of India, SEBI Bhavan, Plot No. C4-A, 'G' Block, Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051. E. Expectations from the investors (Responsibilities of ....
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....ke decisions just because of repeated messages and calls by Investment Advisers. vii. Do not fall prey to limited period discount or other incentive, gifts, etc. offered by Investment advisers. viii. Don't rush into making investments that do not match your risk taking appetite and investment goals. ix. Do not share login credential and password of your trading and demat accounts with the Investment Adviser. Page 63 of 83 SZ31 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India ANNEXURE F DECLARATION CUM UNDERTAKING FOR SEEKING PRIOR APPROVAL FOR CHANGE IN CONTROL We M/s. (Name of the intermediary/the acquirer/person who shall have the control), hereby declare and undertake the following with respect to the application for prior approval for change in control of (name of the intermediary along with the SEBI registration no.): 1. The applicant/intermediary (Name) and its principal officer, the directors or managing partners, the compliance officer and the key manage....
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....section 11(4) or section 11B of the SEBI Act during last one year against us. 6. It is hereby declared that we and each of our promoters, directors, principal officer, compliance officer and key managerial persons are not associated with vanishing companies. 7. 8. We hereby undertake that there will not be any change in the Board of Directors of incumbent, till the time prior approval is granted. We hereby undertake that pursuant to grant of prior approval by SEBI, the incumbent shall inform all the existing investors/ clients about the proposed change prior to effecting the same, in order to enable them to take informed decision regarding their continuance or otherwise with the new management. The said information is true to our knowledge. (stamped and signed by the Authorised Signatories) Page 65 of 83 S31 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India ANNEXURE G PRINCIPLES FOR OUTSOURCING FOR INTERMEDIARIES 1. An intermediary seeking to outsource activit....
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....hird party by having suitable back-up arrangements; 2.1.3. Regulatory status of the third party, including its fitness and probity status; 2.1.4. Situations involving conflict of interest between the intermediary and the third party and the measures put in place by the intermediary to address such potential conflicts, etc. 2.2. While there shall not be any prohibition on a group entity / associate of the intermediary to act as the third party, systems shall be put in place to have an arm's length distance between the intermediary and the third party in terms of infrastructure, manpower, decision-making, record keeping, etc. for avoidance of potential conflict of interests. Necessary disclosures in this regard shall be made as part of the contractual agreement. It shall be kept in mind that the risk management practices expected to be adopted by an intermediary while outsourcing to a related party or an associate would be identical to those followed while outsourcing to an unrelated party. 2.3. The records relating to all activities outsourced shall be preserved centrally so that the same is readily accessible for review by the Board o....
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....e that the third party has the ability and capacity to undertake the provision of the service effectively. 4.2. The due diligence undertaken by an intermediary shall include assessment of: 4.2.1. third party's resources and capabilities, including financial soundness, to perform the outsourcing work within the timelines fixed; Page 68 of 83 S=31 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India 4.2.2. compatibility of the practices and systems of the third party with the intermediary's requirements and objectives; 4.2.3. market feedback of the prospective third party's business reputation and track record of their services rendered in the past; 4.2.4. level of concentration of the outsourced arrangements with a single third party; and 4.2.5. the environment of the foreign country where the third party is located. 5. Outsourcing relationships shall be governed by written contracts / agreements / terms and conditions (as deemed appropriate) {hereinafter referred to as ....
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....ause, etc.; provides for preservation of the documents and data by third party; 5.2.9. provides for the mechanisms to resolve disputes arising from implementation of the outsourcing contract; 5.2.10. provides for termination of the contract, termination rights, transfer of information and exit strategies; 5.2.11. addresses additional issues arising from country risks and potential obstacles in exercising oversight and management of the arrangements when intermediary outsources its activities to foreign third party. For example, the contract shall include choice-of-law provisions and agreement covenants and jurisdictional covenants that provide for adjudication of disputes between the parties under the laws of a specific jurisdiction; Page 70 of 83 6. 5-3 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India 5.2.12. neither prevents nor impedes the intermediary from meeting its respective regulatory obligations, nor the regulator from exercising its regulatory powers;....
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.... that it is not misused or misappropriated. 7.2. The intermediary shall prevail upon the third party to ensure that the employees of the third party have limited access to the data handled and only on a "need to know" basis and the third party shall have adequate checks and balances to ensure the same. 7.3. In cases where the third party is providing similar services to multiple entities, the intermediary shall ensure that adequate care is taken by the third party to build safeguards for data security and confidentiality. 8. Potential risks posed where the outsourced activities of multiple intermediaries are concentrated with a limited number of third parties. In instances, where the third party acts as an outsourcing agent for multiple intermediaries, it is the duty of the third party and the intermediary to ensure that strong safeguards are put in place so that there is no co-mingling of information /documents, records and assets. Page 72 of 83 Sr. No S31 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤....
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.... of PO (managing director /designated director/ managing partner etc.) Name PAN Date of Birth (DD/MM/YYYY) DIN Mobile 21 Details of Email id other directors (List of directors) Name PAN Date of Birth (DD/MM/YYYY) DIN Director-1 Director-2 Director-3 22 Shareholding Pattern Sharehold er-1 Shareholde r-2 (provide details of shareholders having a Name of shareholder Number of shares holding of % of shareholding 10% or more) Sharehol der-3 23 Total number of Persons Associated with 24 24 Investment Advice (PAIA) (does not include individual IA or principal officer of non-individual IA) Please specify for each person whether the person is IA/PAIA/PO Page 75 of 83 NISM certification S31 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India details Name (provide Email ID details of all such Date of Birth (DD/MM/YYYY) persons) PAN Validity NISM From ....
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....nts pending (a+b+c)=d Average Complaint resolution time (Average complaint Resolution time is the sum total of time taken to resolve each complaint in days, in the concerned half year period divided by total number of complaints resolved in the said half year period.) Break- Inappropriateness/ unsuitability of advice 7 up of type of complai Issues Under Fixed related to fee mode nts received excess fee Under during charged Assets the under period Advice (AUA) based fee mode Inadequacy/ issues related to services Promise of assured returns Agreement related complaints Other (please specify) Page 78 of 83 5-3 à¤à¤¾à¤°à¤¤à¥€à¤¯ पà¥à¤°à¤¤à¤¿à¤à¥‚ति और विनिमय बोरà¥à¤¡ Securities and Exchange Board of India Details of Clients, Assets under Advice (AUA) and Fees for the half year ended on ..(DD/MM/YYYY) Sr. No Particulars 1 2 3 5 Number of clients at the end of the previous half yearly period (i) Number of....
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....ermediaries 28-Aug-14 Information regarding Grievance Redressal Mechanism CIR/MIRSD/5/2013 27-Aug-13 6 SEBI/HO/MRD/DSA/CIR/P 19-Oct-16 /2016/113 7 SEBI/HO/IMD/DF1/CIR/P/ 27-Dec-19 2019/169 SEBI/HO/IMD/DF1/CIR/P/ 09-Jan-20 8 2020/04 SEBI/HO/IMD/DF1/CIR/P/ 28-Feb-20 9 2020/31 SEBI/HO/IMD/DF1/CIR/P/ 06-Aug-20 10 2020/148 11 2020/182 12 General Guidelines for dealing with Conflicts of Interest of Intermediaries and their Associated Persons in Securities Market Facilitating transaction in Mutual Fund schemes through the Stock Exchange Infrastructure Measures to strengthen the conduct of Investment Advisers (IA) Operating Guidelines for Investment Advisers in International Financial Services Centre Operating Guidelines for Investment Advisers in International Financial Services Centre (IFSC) - Clarifications Administration and Supervision of Investment Advisers SEBI/HO/IMD/DF1/CIR/P/ 23-Sep-20 Guidelines for Investment Advisers SEBI/HO/IMD/DF1/CIR/P/ 28-Sep-20 Operating Guidelines for Investment Page 81 of 83 5-3 à¤à¤¾à¤°à¤¤à¥€à¤¯ प....