Latest from the Regulator - June 2025
SEBI Framework for issuance of Environment, Social and Governance (ESG) Debt Securities.
“ESG Debt Securities” means Green Debt Securities, Social Bonds, Sustainability Bonds, Sustainability-Linked Bonds, or any other type of bonds, by whatever name called, that are issued in accordance with such international frameworks as adapted or adjusted to suit Indian requirements that are specified by the Board from time to time, and any other securities as specified by the Board.
For each type of Bond, the disclosure requirements are identified in the following categories:
• Initial disclosure requirements for issue and listing
• Continuous disclosure requirements
• Independent third-party reviewer/ certifier
To view the complete SEBI Circular dated June 5, 2025, visit:
SEBI introduces new rules for Key Management Personnel in Market Infrastructure Institutions (MIIs).
MIIs (Stock Exchanges, Clearing Corporations and Depositories) must follow a structured process for hiring or removing KMPs, ensuring transparency.
• Cooling-off period - KMPs leaving an MII cannot join a competing MII immediately. This prevents conflicts of interest.
• Regulatory approval - MIIs to get regulatory approval before finalizing any KMP appointments.
• Resignation - MII's board must review the resignations, and the reasons must be disclosed publicly, if needed.
This move aligns with SEBI's efforts to improve accountability in India's financial markets and aims to strengthen governance and reduce risks in MIIs.
Applicability: The new rules take effect from the 90th day of the issuance of the circular (dated May 26, 2025)
To view the complete SEBI Circular, visit:
SEBI extends exemption from physical statement delivery.
SEBI has extended the exemption from sending hard copies of financial statements under Regulation 58(1)(b) of the SEBI (LODR) Regulations.
• Extension Period – Applies to AGMs till September 30, 2025, in line with MCA Circular No. 09/2024.
• No Penalty – No penal action for non-compliance from October 1, 2024 to June 5, 2025, if MCA conditions are met.
• Web Link Required – From June 6 to Sept 30, 2025, disclosure must include a web link to key financials.
Applicability: Immediate (as per circular dated June 5, 2025)
To view the complete SEBI Circular, visit:
MCA proposes Section 186 relief for IFSCA-registered Finance Companies.
MCA plans to extend the Section 186 compliance exemption (currently available to RBI-registered NBFCs) to Finance Companies registered with IFSCA.
• Amendment Proposed – Rule 11(2) of the Companies (Meetings of Board and its Powers) Rules, 2014 to be amended.
• Goal – To ease compliance for IFSC-based Finance Companies engaged in lending or guarantees.
• Public Comments – Stakeholders can submit suggestions via MCA's e-Consultation Module at www.mca.gov.in by July 17, 2025
This move aims to ease compliance and improve the business environment for Finance Companies in IFSC jurisdictions.
https://www.mca.gov.in/bin/dms/getdocument?mds=59LhEfk% 252FvRv8DioW%252Fo4yVA%253D%253D&type=open
Author
Institute of Directors India
Bringing a Silent Revolution through the Boardroom
Institute of Directors (IOD) is an apex national association of Corporate Directors under the India's 'Societies Registration Act XXI of 1860'. Currently it is associated with over 31,000 senior executives from Govt, PSU and Private organizations of India and abroad.
Owned by: Institute of Directors, India
Disclaimer: The opinions expressed in the articles/ stories are the personal opinions of the author. IOD/ Editor is not responsible for the accuracy, completeness, suitability, or validity of any information in those articles. The information, facts or opinions expressed in the articles/ speeches do not reflect the views of IOD/ Editor and IOD/ Editor does not assume any responsibility or liability for the same.
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