The increasing adoption and deployment of artificial intelligence (“AI”) enabled tools, platforms, and solutions by market participants in the financial sector, including the securities markets, is now widely recognised, both in India[1] and globally[2].
Continue Reading The Consultation Paper on AI Regulation : A Case for Nuance?
The Securities and Exchange Board of India (“SEBI”) had introduced amendments to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR Regulations”), vide the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2025 (“Amendment Regulations”). These provisions came into effect from April 1, 2025, for high value debt listed entities (“HVDLEs”), with listed non-convertible debt securities of outstanding value of INR 1,000 crore or above (during a financial year) as of March 31, 2025. Such entities must ensure compliance within six months from the trigger date. The determination will have to be done on March 31 in the subsequent financial years.
Continue Reading Debt with Discipline: Key changes introduced to SEBI LODR Regulations relevant for high value debt listed entities
The Foreign Portfolio Investor (“FPI”) regime is a key entry route for foreign investors seeking to invest in Indian stocks and bonds. Currently, FPIs are subject to various know your customer (“KYC”) obligations, including disclosure of group companies and beneficial ownership and stringent monitoring of equity investment limits. Breaches of these trigger penalties and additional disclosure requirements. Our detailed analysis is available here.
Continue Reading FIG Paper (No. 45 – Series 3) – SEBI Mulls Relaxation of FPI Norms for Investment in Government Bonds
Alternative investment funds (“AIF”) being considered an investment avenue for sophisticated investors with high risk-appetite and ticket-size, are subject to certain restraints in their marketing and placement to keep it restricted to the intended investors. The Securities and Exchange Board of India (“SEBI”) (Alternative Investment Funds) Regulations, 2012 (“AIF Regulations”) define an AIF as[1] “a privately pooled investment vehicle which collects funds from investors, whether Indian or foreign, for investing it in accordance with a defined investment policy for the benefit of its investors…”. Regulation 11[2] further provides that an “AIF shall raise funds through private placement by issue of information memorandum or placement memorandum, by whatever name called”. Moreover, it has been provided[3] that no scheme of an AIF shall have more than 1000 investors and where an AIF is set-up as a company, the provisions of the Companies Act, 2013 shall apply.[4]
Continue Reading AIF Marketing in India: What Fund Managers Must Know
The Securities and Exchange Board of India (“SEBI”), vide its settlement order dated May 06, 2025 (“Order”), has accepted a settlement application filed by the investment manager (“Manager”) of a real estate fund (“Fund”), sponsored by a related sponsor entity (“Sponsor”), for breach of various provisions of the SEBI (Alternative Investment Funds) Regulations, 2012 (“AIF Regulations”)[1], and the SEBI Master Circular for Alternative Investment Funds, dated May 7, 2024 (“Master Circular”)[2], subject to a payment of INR 36 lakh by the Manager on behalf of itself and the Fund. The Settlement Order emanated from a suo-moto application, seeking settlement of issues pertaining to conflict of interest and non-compliances in operations of the Fund.
Continue Reading SEBI Order casts Spotlight on Conflicts of Interest of AIFs
Insider trading remains one of the most closely monitored violations in India’s capital markets. Historically, the Securities and Exchange Board of India (“SEBI”) has relied on enforcement actions such as monetary penalties, trading bans, and prosecution to deter insider trading. However, there has been a notable shift in the recent years towards preventive regulation through administrative warnings, increased use of technology-driven surveillance and stricter disclosure norms, thus transitioning from reactive measures to preventive regulation.
Continue Reading Strengthening Compliance: SEBI’s Recent Enforcement Strategies Against Insider Trading
The capital markets regulator, Securities and Exchange Board of India (“SEBI”), released a consultation paper in July 2024 (“Consultation Paper”), seeking public comments on the much awaited liberalised mutual funds (“MF”) framework, designed specifically to govern and streamline operations for passive funds like index funds and exchange-traded funds (“ETFs”) (the “MF Lite Framework”.)[1]
Continue Reading SEBI’s Mutual Funds Lite Framework: A Regulatory Inflection Point For Passive Funds In India
The Securities and Exchange Board of India (“SEBI”) through its circular dated December 13, 2024 (“Circular”), along with Implementation Standards issued by the Standard Setting Forum for AIFs (“SFA”), introduced guidelines to ensure fair and equitable treatment of investors in alternative investment funds (“AIFs”), making pro-rata and pari passu rights an essential feature of AIF structures.
Continue Reading Pro-rata and Pari-Passu Rights: Regulating the Differential Rights for AIF Investors
The Securities and Exchange Board of India (“SEBI”) issued a circular announcing the adoption of the Industry Standards on KPI Disclosures in the Draft Offer Document and Offer Document (“KPI Standards”) on February 28, 2025, which shall be applicable to all IPO draft offer documents/offer documents filed on or after April 1, 2025.
Continue Reading SEBI’s New KPI Standards for IPOs: Key Takeaways
The Securities and Exchange Board of India (“SEBI”), as part of its ongoing regulatory reforms, released a consultation paper on February 7, 2025, seeking public comments to review Regulation 17(a) of the SEBI (Alternative Investment Funds) Regulations, 2012 (“AIF Regulations”). The objective is to enhance investment flexibility for Alternative Investment Funds (“AIFs”), particularly in debt securities, while addressing concerns arising from recent regulatory changes by way of allowing Category II AIFs to make up to 100% of their investment in certain listed debt securities as explained in detail below. As of now, Category II AIFs are allowed to make less than 50% of their investments in listed securities.
Continue Reading SEBI Proposes to Unlock Listed Debt Markets for Category II AIFs