SEBI

Enforcement actions by IFSCA: Upholding of regulatory standards in IFSC, GIFT City

The International Financial Services Centres Authority (“IFSCA”) is the unified regulator of India’s maiden International Financial Services Centre (“IFSC”) at Gujarat International Finance Tec-City (“GIFT City”). Uniquely positioned both as a developer the regulator for the IFSC jurisdiction, the IFSCA is tasked with fostering a robust financial ecosystem, regulating financial products, financial services, and financial institutions while promoting ease of doing business. A critical aspect of its objective is enforcing compliance requirements and ensuring that IFSC, GIFT City, maintains its status as a jurisdiction of “substance”, with its regulatory standards on par with other global centres.Continue Reading Enforcement actions by IFSCA: Upholding of regulatory standards in IFSC, GIFT City

Ten Years of LODR: The Journey from “Minimum Principles” to “Maximum Prescriptions”

Evolution of LODR

The enactment of the SEBI Act in 1992 (“SEBI Act”), followed by the amendment of Section 21 of the Securities Contracts (Regulation) Act, 1956 (“SCRA”), empowered the Securities and Exchange Board of India (“SEBI”) to regulate the process of listing of securities by public companies.Continue Reading Ten Years of LODR: The Journey from “Minimum Principles” to “Maximum Prescriptions”

FIG Paper (No. 45 - Series 3) – SEBI Mulls Relaxation of FPI Norms for Investment in Government Bonds

Background

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

Introduction

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

SEBI Order casts - Spotlight on Conflicts of Interest of AIFs 

Introduction

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 

“One Level Below”: Clarifying the Hierarchical Position of the Compliance Officer under SEBI LODR Regulations

Regulation 6(1) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI LODR Regulations”), requires every listed entity to appoint a company secretary as a compliance officer. The responsibilities of such an officer includes, among other things, ensuring compliance with regulations, coordinating with relevant authorities, verifying accuracy of submissions, and overseeing grievance redressal mechanisms. On April 1, 2025, the Securities and Exchange Board of India (“SEBI”) released a clarification[1] on the position of the compliance officer in terms of Regulation 6 of the SEBI LODR.[2]Continue Reading “One Level Below”: Clarifying the Hierarchical Position of the Compliance Officer under SEBI LODR Regulations

Background

India Inc’s initial public offering (“IPO”) landscape has witnessed significant growth in recent years, with numerous companies entering the capital markets to fund their growth and offer exits to existing investors. An IPO in India requires navigating a complex regulatory framework, complying with various provisions, and addressing stakeholders’ interests, including employees with stock options. In our post[1], we had assessed companies’ eligibility to undertake an IPO in situations where any individual holds rights entitling them to acquire equity shares of the company, or where there are any outstanding convertible securities that can be converted into the company’s equity shares.Continue Reading Amendment to make companies with outstanding Stock Appreciation Rights IPO eligible: A few steps closer, but not there yet

Strengthening Compliance: SEBI’s Recent Enforcement Strategies Against Insider Trading

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

SEBI’s Mutual Funds Lite Framework: A Regulatory Inflection Point For Passive Funds In India

Introduction

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

Key Highlights of Gujarat GCC Policy (2025-30)

Introduction

India, with its dynamic and skilled youth, has progressively emerged as a global hub for Global Capability Centres (GCCs) established by multinational corporations. GCCs offer numerous strategic advantages, including driving digital transformation, fostering innovation, advancing analytics and technological solutions, promoting research and development, creating employment opportunities, enhancing operational efficiency, and strengthening business resilience. Recognising these benefits, Indian companies are also increasingly adopting the GCC model to fuel their growth. Consequently, several Indian states are crafting policies to attract both domestic and multinational corporations to set up GCCs.Continue Reading Key Highlights of Gujarat GCC Policy (2025-30)