Provisions relating to Strengthening Governance of Market Infrastructure Institutions (MIIs)

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....Exchanges, Clearing Corporations and Depositories) to act primarily in public interest. Any lapses in these critical institutions could have an adverse impact on the securities market and the broader economy. 2. Based on the feedback received from various stakeholders, public comments, recommendation of the Secondary Market Advisory Committee of SEBI (SMAC), SEBI Board in its meeting held on September 12, 2025 approved amendments to Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) Regulations, 2018 (SECC Regulations, 2018) and Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018 (D&P Regulations, 2018) regarding roles and responsibilities of the Managing Director (MD); dire....

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....rd the names to SEBI at least two months before the last working day of the existing ED. 3.1.5. Public Interest Directors (PIDs) shall ensure that the performance of EDs is assessed based on an annual performance evaluation mechanism similar to that of MD. 3.1.6. Recognizing the heterogeneous nature of MIIs (i.e. size, financial health, growth stage, etc.), MIIs facing genuine practical difficulties in complying with the provisions relating to appointment of ED may seek exemption for a certain period of time from SEBI, which shall be evaluated on a case-by-case basis. 3.2. Reporting Structure of Executive Directors 3.2.1. EDs of vertical 1 and 2 shall report to the Managing Director (MD) of the MII for all purposes. 3.2.2. Th....

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.... Verticals 1 & 2 report to the respective EDs, the existing reporting structure of such KMPs stands modified from MD to ED. However, the Statutory Committees shall continue to hold separate meetings with such KMPs at least once a quarter without the presence of the MD and ED. Paragraph 6.2 of SEBI Circular No. SEBI/HO/MRD/PoD-3/P/CIR/2024/162 dated November 22, 2024, stands suitably modified. 3.4. Provisions related to Chief Risk Officer 3.4.1. The technology audits of the MII, i.e. the System Audit and Cyber Security Audit shall be handled by the CRiO of the MII. 3.4.2. The CRiO shall also be an invitee to the meetings of the SCOT along with CTO and CISO. 4. Applicability: 4.1. With reference to paragraph 3.1, in order to en....