Understanding Key Amendments - January 2026

SECURITIES EXCHANGE BOARD OF INDIA

SEBI Issues Consultation Paper on Mandatory Disclosure of Registered Name and Registration Number on Social Media

Overview

On 28 November 2025, the Securities and Exchange Board of India released a consultation paper proposing a new disclosure framework for social media activity by SEBI-regulated entities and their agents. The proposal would require such entities to clearly mention their registered name and SEBI registration number on all content shared on social media platforms.

The move comes in response to a growing number of securities-market frauds being carried out through social media, where misleading advice, impersonation of regulated professionals, and fraudulent investment promotions have become increasingly common. SEBI’s objective is to make it easier for investors to identify legitimate, regulated sources of information and to strengthen market integrity.

Key Highlights

• Mandatory identification on social media: SEBI-regulated entities and their agents would be required to disclose their registered name and registration number on all social media content.

• Rising misuse of platforms: SEBI has flagged the sharp increase in fraudulent and manipulative content posted by unregistered individuals posing as market professionals.

• Clear distinction between regulated and unregulated content: The framework aims to help investors quickly differentiate genuine, regulated communications from misleading or unauthorised posts.

• Reinforcement of conduct obligations: SEBI has reiterated that all social media content by registered intermediaries must comply with applicable laws and must not be detrimental to investor interests. The draft circular reiterates that all intermediaries registered under Regulation 12 of the SEBI Act, 1992 are required to abide by the applicable code of conduct, and further provides that social media content must not contain anything prohibited under law, false or misleading statements, exaggerated claims, implied or express assurances of guaranteed or risk-free returns, references to past performance (unless permitted), use of the SEBI logo, or references to SEBI offices or officials.

• Public consultation: SEBI has invited comments from stakeholders and the public, with the deadline set for 19 December 2025.

If implemented, the proposed framework could significantly reshape how regulated entities use social media for investor outreach and marketing. Firms will need to put stricter internal controls in place to ensure compliant disclosures across platforms and accounts, including those managed by agents and affiliates. From an investor perspective, the proposal enhances transparency and trust by making verification of regulated sources easier. Over time, it may also lead to stronger enforcement actions against misleading digital content and unregistered operators in the securities market. The draft circular further clarifies that any social media content which is expressly or implied in the nature of promotion of the regulated entity or its products or services shall be treated as an advertisement and must comply with the applicable Advertisement Code. The proposed provisions are intended to come into effect on an immediate basis and are proposed to be issued in exercise of powers under Section 11(1) of the SEBI Act, 1992, to protect investor interests and regulate the securities market.

Securities and Exchange Board of India (Informal Guidance) Scheme, 2025

Overview

On 28 November 2025, the Securities and Exchange Board of India has notified the Securities and Exchange Board of India (Informal Guidance) Scheme, 2025. The new scheme will come into force from 1 December 2025 and will replace the long-standing Informal Guidance Scheme, 2003 issued on June 24, 2003.

The informal guidance mechanism was originally introduced to allow eligible persons to seek regulatory clarity from SEBI through No-Action Letters or Interpretive Letters on issues arising under securities laws. With the IG Scheme, 2025, SEBI has moved to a broader and more structured framework aimed at improving access, consistency, and administrative efficiency.

Key Provisions

• Replacement of the 2003 Scheme: The IG Scheme, 2025 fully substitutes the earlier Informal Guidance Scheme with effect from 1 December 2025.

• Wider eligibility: In addition to entities covered earlier, the new scheme expressly extends eligibility to managers of SEBI-registered pooled investment vehicles, stock exchanges, clearing corporations, and depositories.

• Centralised nodal cell: SEBI has introduced a dedicated nodal cell to receive and process all informal guidance requests. This is intended to ensure consistency, transparency, and uniform interpretation across responses.

• Standardised process: The nodal cell will handle receipt, processing, timelines, and formats for guidance requests under a uniform framework.

• Revised application requirements: Applicants must submit requests in the prescribed format set out in Schedule I, send applications to iguidance@sebi.gov.in, and pay the applicable fee through SEBI’s payment module.

• Exclusive applicability: All informal guidance requests made on or after 1 December 2025 will be governed solely by the IG Scheme, 2025.

The IG Scheme, 2025 is likely to enhance regulatory certainty for a broader set of market participants, particularly market infrastructure institutions and fund managers who frequently deal with complex compliance questions. The introduction of a centralised nodal cell may also lead to more consistent interpretive guidance from SEBI, reducing ambiguity and regulatory friction. Over time, the scheme could encourage proactive compliance by enabling entities to seek clarity before undertaking new or novel activities under securities laws.

SEBI Mandates Periodic Disclosure Framework for Securitised Debt Instruments

Overview

On 16 December 2025, the Securities and Exchange Board of India in exercise of the powers conferred under Section 11(1) of the SEBI Act, 1992 read with Regulation 11B and 48 of the SEBI (Issue and Listing of Securitised Debt Instruments and Security Receipts) Regulations, 2008, issued a circular introducing a detailed framework for periodic disclosures relating to securitised debt instruments. The circular has been issued under Section 11(1) of the SEBI Act, 1992, read with Regulation 11B and Regulation 48 of the SEBI (Issue and Listing of Securitised Debt Instruments and Security Receipts) Regulations, 2008.

The framework applies to Special Purpose Distinct Entities and their trustees in respect of securitised debt instruments listed on recognised stock exchanges. The objective is to strengthen transparency, improve ongoing disclosure standards, and provide investors with clearer insight into the performance and risk profile of underlying assets.

SEBI noted that Regulation 11B of the SDI Regulations mandates SPDEs and their trustees to furnish information to the Board on a half-yearly basis in the manner specified by the Board. Based on stakeholder consultations, SEBI has now specified the formats and timelines for these disclosures to standardise reporting across the market.

Key Highlights

• Applicability: The circular covers Special Purpose Distinct Entities and trustees of such entities for securitised debt instruments listed on recognised stock exchanges.

• Responsibility for disclosures: The trustee of the SPDE is responsible for submitting all prescribed disclosures.

• Frequency and timelines: Disclosures must be made on a half-yearly basis and submitted within 30 days from the end of March and September each year.

• Regulatory reporting: The disclosures are required to be furnished to SEBI as well as the relevant stock exchange(s).

• Prescribed formats:

  • Annexure I applies to SDIs backed by loans, listed debt securities, or credit facility exposures.

  • Annexure II applies to SDIs backed by other categories of exposures.

  • Annexure III provides illustrative guidance on calculating weighted average maturity of underlying assets, weighted average rating of the pool, and the average default rate.

The circular will take effect from 31 March 2026. Accordingly, the first set of half-yearly disclosures will be required for the period ending 31 March 2026.

This disclosure framework is expected to significantly enhance transparency in the securitised debt market by standardising the information available to regulators and investors. Trustees and SPDEs will need to strengthen data collection, monitoring, and reporting systems to meet the prescribed formats and timelines. Over time, the enhanced disclosures may improve investor confidence, enable better risk assessment of securitised products, and contribute to deeper and more efficient secondary markets for securitised debt instruments.

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

Overview

On 12 December 2025, the Securities and Exchange Board of India issued a circular to strengthen the governance framework of Market Infrastructure Institutions, namely stock exchanges, clearing corporations, and depositories. The circular follows amendments approved by the SEBI Board to the Stock Exchanges and Clearing Corporations (SECC) Regulations, 2018 and the Depositories and Participants Regulations, 2018, which have been issued vide Gazette Notifications No. SEBI/LAD-NRO/GN/2025/276 and No. SEBI/LAD-NRO/GN/2025/275 dated 21 November 2025. The amended provisions will come into force on the 30th day from the date of their publication in the Official Gazette, i.e., which came into force on 20 December 2025.

SEBI has recognised that the rapid growth of the securities market has significantly expanded the systemic importance of MIIs. The phenomenal growth in the securities market over recent years, driven by increased market capitalization, trading volumes, technology adoption, investor base, and market intermediaries, has significantly amplified the role of MIIs 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. Given their critical public interest role, the circular seeks to reinforce accountability, independence, and checks and balances at the senior management level, particularly through clearer roles, reporting lines, and oversight mechanisms.

Key Highlights

• Strengthened role of Executive Directors: Executive Directors heading Critical Operations (Vertical 1) and Regulatory, Compliance, Risk Management and Investor Grievances (Vertical 2) are required to be members of the Governing Board of the MII.

• Transparent appointment process: Appointment of EDs must be through open advertisement in national newspapers.. Applicants shall have adequate experience and qualification relevant to the respective verticals. At least two names for the post of an ED, without any order of preference, shall be forwarded to SEBI for approval. At the time of seeking approval of SEBI, the MII shall also seek approval for the compensation of the EDs. The terms and conditions of the compensation of the EDs shall not be changed without prior approval of the Board. Prior to completion of the term of the existing ED, the MII shall forward the names to SEBI at least two months before the last working day of the existing ED. 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.

• Enhanced oversight and performance evaluation: Public Interest Directors will oversee annual performance evaluation of EDs. Separate statutory committee meetings without the presence of the Managing Director or other executives have been mandated to ensure independent assessment.

• Clear reporting structures: EDs will report to the Managing Director but are also required to make quarterly presentations to the Governing Board. EDs will be required to report to the Governing Board of the MII on a quarterly basis, on areas concerning their respective verticals. In addition, where deemed necessary and important, EDs may bring matters directly to the attention of SEBI. Where necessary, EDs may directly escalate matters to SEBI.

• Revised reporting for key management personnel: The CTO, CISO, Compliance Officer, and Chief Risk Officer will now report to the respective EDs instead of the MD, while maintaining independent access to statutory committees.

• Expanded role of the Chief Risk Officer: Technology audits, including system and cyber security audits, will be handled by the Chief Risk Officer, who will also be an invitee to meetings of the Standing Committee on Technology.

• Phased implementation: MIIs have been provided a glide path, with the first ED to be appointed within six months and the second within nine months from the effective date of the regulatory amendments.

• Operational readiness: All MIIs are advised to take necessary steps and put in place systems for implementation, make necessary amendments to relevant bye-laws, rules and regulations wherever required, and bring the provisions of this circular to the notice of market participants (including investors) and disseminate the same on their website.

The circular represents a significant shift in the governance architecture of MIIs, moving towards stronger segregation of powers and deeper institutional oversight. MIIs will need to revisit their organisational structures, reporting hierarchies, and internal governance documents to align with the new requirements. For senior management, the changes increase accountability and reduce the concentration of authority with the Managing Director. From a market and investor perspective, the strengthened governance framework is expected to improve resilience, reduce operational and regulatory risks, and reinforce trust in institutions that form the backbone of India’s securities market.

SEBI Issues Modalities for migration to AI only schemes and relaxations to Large Value Funds for Accredited Investors under SEBI (Alternative Investment Funds) Regulations, 2012

Overview

On 8 December 2025, the Securities and Exchange Board of India in exercise of powers conferred under Section 11(1) of the Securities and Exchange Board of India Act, 1992, read with Regulations 2(1)(ac), 2(1)(pa) and 36 of the AIF Regulations, issued a circular setting out the operational framework for migrating existing Alternative Investment Fund schemes to Accredited Investor–only schemes and for granting additional relaxations to Large Value Funds for accredited investors. The circular has been issued with an objective to enhance ease of doing business for Alternative Investment Funds (“AIFs”). The circular follows amendments notified on 19 November 2025 to the SEBI (Alternative Investment Funds) Regulations, 2012.

The amendments aim to improve ease of doing business for AIFs by creating a distinct regulatory framework for sophisticated investors, recognising their ability to bear higher risk and requiring fewer investor-protection safeguards. The amendments facilitate introduction of a separate category of AIF schemes, limited exclusively to Accredited Investors only (AI-only schemes), and extend additional relaxations and operational flexibilities to Large Value Funds (LVFs) for accredited investors.

Key Highlights

• Introduction of AI-only schemes: AIFs may now launch schemes exclusively for Accredited Investors, with scheme-specific regulatory flexibilities and reduced compliance obligations relating to investor protection.

• Relaxations for Large Value Funds: Additional operational and regulatory relaxations have been extended to Large Value Funds catering to accredited investors.

• Mandatory scheme naming: All new AI-only schemes and LVFs must clearly include the words “AI only fund” or “LVF”, respectively, in the scheme name. Any new scheme proposed to be launched as an AI only scheme or LVF shall have the words ‘AI only fund’ or ‘LVF’ added to the scheme name at the end.

• Migration of existing schemes: AIFs or schemes launched before the 2025 amendments may convert into AI-only schemes or LVFs, subject to conditions specified by SEBI. In terms of Regulation 2(1)(ac) and Regulation 2(1)(pa) of the AIF Regulations, an AIF or a scheme of an AIF launched prior to the notification of the Securities and Exchange Board of India (Alternative Investment Funds) (Third Amendment) Regulations, 2025, may be permitted to convert to an AI-only scheme or LVF scheme.

• ·Investor consent requirement: Conversion or migration requires positive consent from all existing investors. Existing eligible AIFs or schemes of AIFs may convert or migrate to AI-only schemes or LVF schemes subject to obtaining positive consent from all the investors and meeting the respective conditions.

• Post-conversion reporting: Following conversion, AIF managers must:

  • update the scheme name to reflect its AI-only or LVF status;

  • report the conversion and name change to SEBI within 15 days; and

  • notify the depositories within 15 days to enable system updates.

• Accredited Investor status continuity: If an investor is an Accredited Investor at the time of on-boarding into an AIF scheme, he or she shall be reckoned as an Accredited Investor through the life of the scheme, even if he or she were to lose such status in the interim.

• Tenure extension limit: In terms of Regulation 13(5) of the AIF Regulations, the maximum extension permissible for AI-only schemes shall be five years, inclusive of tenure extended, if any, prior to conversion to AI-only scheme or LVF scheme.

• Placement memorandum relaxations for LVFs: Large Value Funds are exempted from following the standard template of placement memorandum and annual audit of the terms of placement memorandum, without the requirement of obtaining specific waiver from investors.

• Compliance reporting: The trustee or sponsor of the AIF, as the case may be, shall ensure that the ‘Compliance Test Report’ prepared by the manager includes compliance with the provisions of this circular.

The circular provides AIF managers with greater flexibility to tailor products for sophisticated investors while reducing regulatory friction. Existing funds now have a clear pathway to migrate into AI-only or LVF structures, provided unanimous investor consent is obtained. For accredited investors, the framework offers access to more customised investment strategies with fewer regulatory constraints. From a regulatory standpoint, SEBI’s approach reflects a shift toward risk-based regulation, balancing market development with targeted oversight rather than uniform investor-protection requirements.

RESERVE BANK OF INDIA

Reserve Bank of India (Rupee Interest Rate Derivatives) Directions, 2025

Overview

The Reserve Bank of India has issued a consolidated Master Direction on Rupee Interest Rate Derivatives to bring clarity, consistency, and tighter oversight to the IRD market in India. Effective from March 1, 2026, the Direction sets out who can participate, what products can be offered, and how transactions must be structured, reported, and supervised. It replaces fragmented guidelines with a single regulatory framework, balancing market development with risk control, especially in the context of growing participation by non-residents and the expansion of hedging instruments.

These Directions have been issued by the Reserve Bank in exercise of the powers conferred under section 45W of the Reserve Bank of India Act, 1934 read with section 45U of the Act and in supersession of the Directions indicated in Annex-I. The Directions shall be applicable to Rupee interest rate derivatives (IRD) transactions undertaken in the over-the-counter (OTC) market and on recognised stock exchanges in India.

Key Highlights

• The Master Direction comes into force on March 1, 2026, under powers conferred by the RBI Act, 1934.

• Clear definitions are provided for core concepts such as interest rate derivatives, benchmarks, market-makers, and back-to-back arrangements. The Directions define key instruments including forward rate agreements, interest rate swaps, interest rate futures (including money market futures), interest rate options, caps, floors, collars, reverse interest rate collars and swaptions.

• Both residents and non-residents are permitted to participate, with specific authorization and routing requirements for non-residents. A non-resident may undertake IRD transactions through its central treasury or its group entity, where applicable, subject to appropriate authorisation being verified by the market-maker.

• Recognised stock exchanges may offer standardized IRD products, subject to RBI approval for new instruments. Any floating interest rate or price or index used in an exchange-traded IRD shall be a benchmark published by a Financial Benchmark Administrator (FBA).

• Market-makers include scheduled commercial banks, standalone primary dealers, and eligible NBFCs. Market-makers may be Scheduled Banks, Standalone Primary Dealers, NBFCs – Upper Layer, Export-Import Bank of India, National Bank for Agriculture and Rural Development, National Housing Bank, Small Industries Development Bank of India and National Bank for Financing Infrastructure and Development. At least one of the parties to an interest rate derivative transaction shall be a market-maker or a central counterparty authorised by the Reserve Bank.

• Users are classified as retail and non-retail, with product access linked to financial thresholds. A resident with minimum net worth of ₹500 crore or minimum turnover of ₹1,000 crore (Indian Rupees Thousand Crore) as per the latest audited financial statements is eligible to be classified as a non-retail user. Any user who is not eligible to be classified as a non-retail user shall be classified as a retail user.

• Retail users are primarily limited to hedging-oriented products, while non-retail users have wider access, including swaptions. Retail users may only buy European interest rate call and put options, interest rate caps and floors, and shall not be net receivers of premium in interest rate collars or reverse interest rate collars. Non-retail users may be offered interest rate swaptions and other IRD products, excluding leveraged derivatives and derivatives containing a derivative instrument as underlying.

• A Price Value of a Basis Point (PVBP) cap of ₹1,000 crore applies to certain non-resident transactions not linked to hedging. The PVBP of all outstanding IRD positions, including FCS-IRD positions, shall not exceed ₹1,000 crore, calculated by making a gross addition, ignoring mathematical signs, of the PVBP of each non-resident. CCIL shall monitor and publish the utilisation of the PVBP limit on a daily basis and publish the methodology for calculation of the PVBP limit.

• Mandatory reporting of OTC IRD trades to CCIL’s trade repository is prescribed. All IRD transactions undertaken by a market-maker, other than FCS-IRD transactions with non-residents and structured derivative transactions, shall be reported within 30 minutes of the transaction. FCS-IRD transactions with non-residents shall be reported before 12:00 noon of the following business day. Market-makers shall ensure that reporting details of client trades include whether the transaction has been undertaken for hedging or other purposes.

• Non-compliance can attract regulatory action, including temporary exclusion from the IRD market. If a person violates any provision of these Directions, the Reserve Bank may disallow that person from participating in the IRD markets for a period not exceeding one month at a time, after providing reasonable opportunity of hearing, and such action may be made public by the Reserve Bank.

This Master Direction is likely to strengthen confidence in India’s interest rate derivatives market by improving transparency, standardisation, and regulatory certainty. Market-makers and institutional participants will need to upgrade internal systems, risk controls, and reporting mechanisms well before the effective date. For non-residents, clearer participation rules may encourage deeper engagement, while prudential caps will help contain systemic risk. Over time, the framework is expected to support more efficient interest rate risk management, deepen market liquidity, and align India’s IRD ecosystem more closely with global best practices.

Reserve Bank of India (Non-Banking Financial Companies – Prudential Norms on Capital Adequacy) Amendment Directions, 2026

Overview

The Reserve Bank of India has amended its Directions on Concentration Risk Management for NBFCs to refine how infrastructure exposures are assessed for regulatory purposes. Effective from April 1, 2026, or from the date the revised capital adequacy framework is implemented, the amendments focus on identifying what qualifies as a high-quality infrastructure project. The intent is to ensure that large exposures in the infrastructure space are backed by stable cash flows, strong contractual protections, and sound risk-mitigation structures, thereby reducing concentration risk on NBFC balance sheets. The Amendment Directions have been issued in exercise of the powers conferred by Chapter III B of the Reserve Bank of India Act, 1934, and all other laws enabling the Reserve Bank in this regard, being satisfied that it is necessary and expedient in the public interest so to do.

Key Amendments

• Infrastructure lending can be treated as high-quality only if the project has completed at least one year of operations without any material covenant breach.

• The exposure must be classified as standard in the lender’s books.

• The borrower’s revenue should primarily arise from rights or concessions granted by a government authority.

• Project contracts must include strong protections for lenders, such as step-in rights and clearly defined remedies.

• Escrow mechanisms and safeguards must be in place to manage risks arising from early termination of the project.

• The borrower must have adequate financial arrangements to meet both current obligations and future funding requirements of the project.

• Restrictions must apply to prevent the borrower from undertaking actions that could adversely affect the lender’s interests.

• Loans to ‘High-quality infrastructure projects’ as defined in the Reserve Bank of India (Non-Banking Financial Companies – Concentration Risk Management) Amendment Directions, 2026, shall attract a risk weight of 50 per cent where the borrower has repaid at least 5 per cent of the sanctioned project debt.

• The repayment threshold shall be determined based on the sanctioned project debt, and any additional debt sanctioned as a part of takeover of the loan or otherwise shall be clubbed with previous loan(s) sanctioned against the project assets and/or cash flows to determine the repayment threshold.

• In the event the projects that qualify as High-quality infrastructure projects subsequently fail to meet the specified conditions, such exposures shall be subject to risk weights prescribed under Sr. no. 3(e) or (g), as applicable, of the relevant table.

These amendments are likely to encourage NBFCs to adopt a more disciplined approach to infrastructure lending, especially where exposures are large and long-term. Projects with weak operational history or inadequate contractual protection may find it harder to attract NBFC funding, while well-structured infrastructure assets could benefit from improved access to credit. From a regulatory standpoint, the changes align concentration risk norms more closely with asset quality and cash-flow resilience, supporting balance-sheet stability as NBFCs adjust to the upcoming capital adequacy framework. The Amendment Directions shall be applicable from April 1, 2026, or from an earlier date when these Directions are adopted by a NBFC in entirety.

Reserve Bank of India (Commercial Banks - Financial Statements: Presentation and Disclosures) Amendment Directions, 2026

Overview

The Reserve Bank of India has issued the Commercial Banks – Financial Statements: Presentation and Disclosures Amendment Directions, 2026, to strengthen transparency in bank financial reporting. The amendment flows from the revised Concentration Risk Management framework and focuses on clearer disclosure of capital held by banks incorporated outside India. By mandating a specific note on amounts earmarked as credit risk mitigation, the RBI aims to ensure that stakeholders clearly understand which portions of capital are unavailable for meeting regulatory capital or other statutory requirements. The Amendment Directions have been issued on a review consequent to the issuance of the Reserve Bank of India (Commercial Banks – Concentration Risk Management) Amendment Directions, 2025, and in exercise of the powers conferred by sections 21 and 35A of the Banking Regulation Act, 1949, and all other laws enabling the Reserve Bank in this regard, being satisfied that it is necessary and expedient in the public interest so to do.

Key Highlights

• The amendment revises the disclosure requirements under Paragraph 5(1), Schedule 1 (Capital) of the 2025 Directions.

• Banks incorporated outside India must disclose the amount held under Section 11(2)(b)(i) of the Banking Regulation Act that is earmarked as Credit Risk Mitigation.

• Such amounts are designated for offsetting non-centrally cleared derivative exposures to the head office, including overseas branches.

• The disclosed CRM amount is explicitly excluded from regulatory capital and other statutory requirements.

• The disclosure must be made by way of a specific note to the balance sheet, including comparative figures for the previous year.

• The amendment becomes effective from the date a bank adopts the relevant concentration risk provisions or April 1, 2026, whichever is earlier.

• The required disclosure shall be made by way of a note in Schedule 1: Capital to the Balance Sheet in the following form: “An amount of ₹… (Previous year: ₹….) out of the amount held as deposit under Section 11(2) of the BR Act has been earmarked designated as credit risk mitigation (CRM) for offsetting of non-centrally cleared derivative exposures to Head Office (including overseas branches of Head Office) and is not reckoned for regulatory capital and any other statutory requirements, if any”.

This amendment will improve clarity and comparability in bank financial statements, particularly for foreign banks operating in India. Investors, regulators, and analysts will have better visibility into the true availability of capital, reducing the risk of misinterpretation of balance-sheet strength. Banks will need to review internal capital classification and reporting systems to ensure accurate identification and disclosure of CRM-designated deposits. Over time, the change supports stronger market discipline and aligns financial reporting with the evolving risk management framework for derivative exposures. The amendment shall come into force from the date a bank decides to implement paragraphs 3(1) to 3(4) of the Reserve Bank of India (Commercial Banks - Concentration Risk Management) Amendment Directions, 2025, or from April 1, 2026, whichever is earlier.

Foreign Exchange Management (Export and Import of Currency) (Amendment) Regulations, 2025

Overview

The Reserve Bank of India in exercise of the powers conferred by clause (ga) of sub-section (2) of Section 47 of the Foreign Exchange Management Act, 1999 (42 of 1999), and amends the Foreign Exchange Management (Export and Import of Currency) Regulations, 2015, has notified the Foreign Exchange Management (Export and Import of Currency) (Amendment) Regulations, 2025, to revise the rules governing the movement of currency between India, Nepal, and Bhutan. Issued under the Foreign Exchange Management Act, 1999, the amendment substitutes Regulation 8 of the 2015 Regulations and clearly sets out the limits and conditions for carrying Indian currency and local currency across these borders. The changes aim to remove ambiguity while facilitating legitimate cross-border travel and transactions.

Key Amendments

• Persons who are not citizens of Pakistan or Bangladesh are permitted to take or send Indian currency to Nepal or Bhutan.

• Such persons may also bring Indian currency from Nepal or Bhutan into India.

• In general, Indian currency notes above the denomination of ₹100 are restricted.

• However, individuals travelling between India and Nepal or Bhutan may carry Indian currency notes of denominations above ₹100, subject to an overall cap of ₹25,000.

• Persons may freely take Nepalese or Bhutanese currency into or out of India when travelling between these countries.

• The amended provisions come into force from the date of publication in the Official Gazette.

• The substituted Regulation 8 applies notwithstanding anything contained in the Principal Regulations.

• The permission to carry Indian currency applies to currency notes of Government of India and Reserve Bank of India notes.

• The amendment was notified on November 28, 2025 and published in the Official Gazette of Government of India Extraordinary Part III, Section 4, dated December 2, 2025.

The amendment provides greater clarity and uniformity in rules for cross-border currency movement with Nepal and Bhutan, reducing the risk of unintentional violations by travellers. The enhanced limit for carrying higher-denomination Indian currency reflects practical travel needs while retaining safeguards against misuse. Going forward, clearer regulations are expected to ease compliance for individuals and enforcement agencies alike, while continuing to support orderly foreign exchange management in sensitive border regions.

INSOLVENCY AND BANKRUPTCY BOARD OF INDIA

Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons)  (Seventh Amendment) Regulations, 2025

Overview

The Insolvency and Bankruptcy Board of India in exercise of the powers conferred by clause (t) of sub-section (1) of section 196 read with section 240 of the Insolvency and Bankruptcy Code, 2016 (31 of 2016), and further amends the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, has notified the Insolvency Resolution Process for Corporate Persons (Seventh Amendment) Regulations, 2025 to strengthen transparency and eligibility checks in the corporate insolvency resolution process. The amendment introduces additional disclosure requirements within resolution plans, focusing on ownership structures and statutory eligibility. The objective is to ensure that resolution applicants are clearly identifiable, traceable to their ultimate controllers, and compliant with the protections and conditions laid down under the Insolvency and Bankruptcy Code, 2016.

Key Amendments

• Every resolution plan must now include a detailed statement of beneficial ownership.

• The disclosure must cover all natural persons who ultimately own or control the resolution applicant.

• Details of the shareholding structure and the jurisdiction of each intermediate entity in the ownership chain must be provided.

• The format of the beneficial ownership statement will be prescribed by the IBBI through a circular.

• Resolution applicants must submit an affidavit, in a format specified by the Board, confirming whether they are eligible to claim protection under section 32A of the Code.

• The above requirements have been inserted as sub-regulation (3A) to regulation 38 of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016.

• The affidavit must state that the resolution applicant is “eligible/not eligible for the benefit of section 32A”.

• The amendment takes effect from the date of publication in the Official Gazette.

This amendment is expected to significantly enhance transparency and due diligence in resolution processes by preventing opaque ownership structures from entering the insolvency ecosystem. Resolution professionals and committees of creditors will have clearer visibility into who ultimately controls the resolution applicant, supporting more informed decision-making. For bidders, the change increases compliance and disclosure obligations, but also brings greater certainty by clearly establishing eligibility under section 32A at the plan stage itself. Over time, the amendment should strengthen trust, reduce litigation risk, and reinforce the integrity of the corporate insolvency resolution framework.

Disclaimer:-

The content provided in this update is for educational and informational purposes only and should not be construed as legal advice or the opinion of Tempus Law Associates. Tempus Law Associates disclaims any liability in connection with the use of this information without seeking appropriate legal counsel.