The Securities and Exchange Board of India (SEBI) issued the Foreign Venture Capital Investors (Amendment) Regulations, 2025, introducing provisions for a new category called SWAGAT-FI (Single Window Automatic and Generalised Access for Trusted Foreign Investor). The amendment inserts the SWAGAT-FI definition into the 2000 Regulations, exempts such investors from certain sub-regulations, and allows renewal fees to be paid every ten years from the eleventh year of registration. Additionally, the standard investment limits of 66.67% and 33.33% under the principal regulations will not apply to SWAGAT-FIs. The amendment also specifies that renewal fees for SWAGAT-FIs are collected in advance for ten-year blocks. The regulations are set to come into force 180 days after publication in the Official Gazette. These changes are part of SEBI’s continuing efforts to simplify compliance, facilitate trusted foreign investors, and align the foreign venture capital framework with the provisions of the Foreign Portfolio Investors Regulations, 2019.
SECURITIES AND EXCHANGE BOARD OF INDIA
NOTIFICATION
Mumbai, the 1st December, 2025
Securities And Exchange Board Of India (Foreign Venture Capital Investors) (Amendment) Regulations, 2025
No. SEBI/LAD-NRO/GN/2025/280.— In exercise of the powers conferred by sub-section (1) of Section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Securities and Exchange Board of India hereby makes the following regulations, to further amend the Securities and Exchange Board of India (Foreign Venture Capital Investors) Regulations, 2000, namely, –
1. These regulations may be called the Securities and Exchange Board of India (Foreign Venture Capital Investors) (Amendment) Regulations, 2025.
2. They shall come into force on the one hundred eightieth day from the date of publication of these regulations in the Official Gazette.
3. In the Securities and Exchange Board of India (Foreign Venture Capital Investors) Regulations, 2000, –
I. In regulation 2, in sub-regulation (1), after clause (k) and before clause (l), the following clause shall be inserted, namely, –
“(ka) “Single Window Automatic and Generalised Access for Trusted Foreign Investor” or “SWAGAT-FI” shall have the same meaning as assigned to it under clause (r) of sub-regulation (1) of regulation 2 of the Securities and Exchange Board of India (Foreign Portfolio Investors) Regulations, 2019;”
II. in regulation 3, in sub-regulation (2), after the first proviso, the following proviso shall be inserted, namely, –
“Provided further that the provisions of sub-regulation (2) shall not be applicable to a SWAGAT-FI.”
III. in regulation 9, in sub-regulation (2), the following proviso shall be inserted, namely, –
“Provided that in case of a SWAGAT-FI, the renewal fees shall be paid for every block of ten years, from the beginning of the eleventh year from the date of grant of certificate of registration as specified in the Second Schedule.”
IV. In regulation 11, after clause (c) and before the Explanation clause, the following proviso shall be inserted, namely, –
“Provided that the investment limits of 66.67% specified under sub-clause (i) and 33.33% specified under sub-clause (ii) of clause (c) shall not be applicable to SWAGAT-FIs.”
V. in the Second Schedule,
i. in Clause 2, the following proviso shall be inserted, namely, –
“Provided that in case of a SWAGAT-FI, the renewal fees shall be paid for every block of ten years to keep the registration in force.”
ii. in Clause 3, the following proviso shall be inserted, namely, –
“Provided that in case of a SWAGAT-FI, the renewal fees shall be collected in advance for every block of ten years, from the beginning of the eleventh year from the date of registration.”
AMIT PRADHAN, Executive Director
[ADVT.-III/4/Exty./511/2025-26]
Footnote:
(1) Securities and Exchange Board of India (Foreign Venture Capital Investors) Regulations, 2000, the Principal Regulations, were published in the Gazette of India on September 15, 2000 vide S.O. No.832 (E).
(2) The Securities and Exchange Board of India (Foreign Venture Capital Investors) Regulations, 2000 were subsequently amended: –
(a) on June 7, 2001 by the Securities and Exchange Board of India (Foreign Venture Capital Investors) (Amendment) Regulations, 2001 vide S.O. No. 501(E);
(b) on September 27, 2002 by the Securities and Exchange Board of India (Procedure for Holding Enquiry by Enquiry Officer and Imposing Penalty) Regulations, 2002 vide S.O. No. 1045 (E);
(c) on March 10, 2004 by the Securities and Exchange Board of India (Criteria for Fit and Proper Person) Regulations, 2004 vide S.O. No. 398(E);
(d) on April 5, 2004 by the Securities and Exchange Board of India (Foreign Venture Capital Investors) (Amendment) Regulations, 2004 vide S.O. No. 469(E);
(e) on September 4, 2006 by the Securities and Exchange Board of India (Foreign Venture Capital Investors) (Amendment) Regulations, 2006 vide S.O. 1443 (E);
(f) on May 26, 2008 by the Securities and Exchange Board of India (Intermediaries) Regulations, 2008 vide No LAD-NRO/GN/2008/11/126538;
(g) on June 29, 2009 by the Securities and Exchange Board of India (Payment of Fees) (Amendment) Regulations, 2009, vide No. LAD-NRO/GN/2009-1 0/11/167759;
(h) on December 21, 2010 by the Securities and Exchange Board of India (Foreign Venture Capital Investors) (Amendment) Regulations, 2010, vide No.LAD-NRO/GN/ 2010-11/22/30364;
(i) on May 21, 2012 by the Securities and Exchange Board of India (Alternative Investment Funds) Regulations, 2012, vide No. LAD-NRO/GN/2012-13/04/11262;
(j) on December 30. 2014 by the Securities and Exchange Board of India (Foreign Venture Capital Investors) (Amendment) Regulations, 2014, vide No. LAD-NRO/GN/2014-15/20/1972;
(k) on March 6, 2017 by the Securities and Exchange Board of India (Payment of Fees and Mode of Payment) (Amendment) Regulations, 2017, vide No. SEBI/LAD/NRO/GN/2016-17/037;
(l) on April 17, 2020 by the Securities and Exchange Board of India (Regulatory Sandbox) (Amendment) Regulations, 2020 vide No. SEBI/LAD-NRO/GN/2020/10;
(m) on August 3, 2021 by the Securities and Exchange Board of India (Regulatory Sandbox) (Amendment) Regulations, 2021 vide No. SEBI/LAD-NRO/GN/2021/30;
(n) on November 9, 2022 by the Securities and Exchange Board of India (Payment of Fees) (Amendment) Regulations, 2022, vide No. SEBI/LAD-NRO/GN/2022/99;
(o) on February 7, 2023 by the Securities and Exchange Board of India (Payment of Fees and Mode of Payment) (Amendment) Regulations, 2023, vide No. SEBI/LAD-NRO/GN/2023/121; and
(p) on September 6, 2024 by the Securities and Exchange Board of India (Foreign Venture Capital Investors) (Amendment) Regulations, 2024, vide No. SEBI/LAD-NRO/GN/2024/203.
