The Securities and Exchange Board of India (SEBI) has issued a circular dated 8 October 2025 revising the Block Deal Framework for stock exchanges, clearing corporations, and depositories. The update modifies earlier provisions outlined in SEBI’s Master Circular dated 30 December 2024 and Circular dated 10 December 2024. Based on recommendations from the Working Group, deliberations in the Secondary Market Advisory Committee (SMAC), and public feedback, SEBI has decided to streamline the execution of large trades while ensuring market transparency and fairness. Under the revised framework, stock exchanges may operate block deal windows within overall trading hours from 8:45 AM to 5:00 PM. Two specific windows are introduced: a Morning Block Deal Window from 8:45 AM to 9:00 AM, using the previous day’s closing price as the reference, and an Afternoon Block Deal Window from 2:05 PM to 2:20 PM, using the volume-weighted average price (VWAP) from trades between 1:45 PM and 2:00 PM. Orders must remain within a ±3% price range of the reference price, and the minimum trade size is set at ₹25 crore. All trades must result in delivery and cannot be reversed or squared off. Stock exchanges are also required to disclose transaction details, including the scrip name, client name, quantity, and traded price, after market hours on the same day. The revised framework will also apply to the optional T+0 settlement cycle. SEBI has directed all market infrastructure institutions to update their systems, byelaws, and regulations accordingly. The circular will take effect 60 days from issuance, reinforcing SEBI’s objective to enhance transparency and safeguard investor interests in large-volume equity transactions.
Securities and Exchange Board of India
Circular No. SEBI/HO/MRD/POD-III/CIR/P/2025/134 |Dated: October 08, 2025
To.
All Recognized Stock Exchanges
All Recognized Clearing Corporations
All Depositories
Sir/Madam,
Subject: Review of Block Deal Framework
1. Paragraph 1.2 of Chapter 1 of SEBI Master Circular No. SEBI/HO/MRD-PoD2/CIR/P/2024/00181 dated December 30, 2024 for “Stock Exchanges and Clearing Corporations” contains provisions with respect to the Block Deal Framework on the stock exchange platform. Further, Paragraph 3.5 of Circular No. SEBI/HO/MRD/MRD-PoD-3/P/CIR/2024/172 dated December 10, 2024 on “Enhancement in the scope of optional T+0 rolling settlement cycle in addition to the existing T+1 settlement cycle in Equity Cash Markets” prescribes for a block deal window under the optional T+0 settlement cycle in addition to the block deal windows under the T+1 settlement cycle.
2. Based on the recommendations of the Working Group, deliberations in Secondary Market Advisory Committee of SEBI (SMAC) and public comments received, it has been decided to modify the existing Block Deal Framework. Accordingly, the provisions under Paragraph 1.2 of Chapter 1 of the above mentioned Master Circular and Paragraph 3.5 of SEBI Circular dated December 10, 2024 stand modified as under:
2.1. Block deal is execution of large trades through a single transaction without putting either the buyer or seller in a disadvantageous position. The Stock Exchanges may set their trading hours between 08:45 AM to 05:00 PM and for the Block deal mechanism, stock exchanges are permitted to provide a separate trading window(s).
2.2. The Block Deal Framework will be subject to the following conditions:
2.2.1. Block Deal Windows:
2.2.1.1. Morning Block Deal Window: This window shall operate between the trading hours of 08:45 AM to 09:00 AM. The reference price for execution of block deals in this window shall be the previous day closing price of the stock.
2.2.1.2. Afternoon Block Deal Window: This window shall operate between 02:05 PM to 2:20 PM. The reference price for block deals in this window shall be the volume weighted average market price (VWAP) of the trades executed in the stock in the cash segment between 01:45 PM to 02:00 PM. Between the period 02:00 pm to 02:05 pm, the stock exchanges shall calculate and disseminate necessary information regarding the VWAP applicable for the execution of block deals in the Afternoon block deal window.
2.2.2. Price Range: The orders placed shall be within +3% of the applicable reference price in the respective windows as stated above, subject to surveillance measures and applicable price bands.
2.2.3. Order Size: The minimum order size for execution of trades in the block deal windows shall be INR 25 Crores. Every trade executed in the block deal windows must result in delivery and shall not be squared off or reversed.
2.2.4. The stock exchanges shall disseminate the information on block deals such as the name of the scrip, name of the client, quantity of shares bought/sold, traded price, etc. to the general public on the same day, after the market hours.
2.2.5. The above provisions shall also be applicable for the block deal window under the optional T+0 settlement cycle.
2.2.6. Stock Exchanges, Clearing Corporations and Depositories shall ensure that all appropriate trading and settlement practices as well as surveillance and risk containment measures, etc., as applicable to the normal trading segment, shall be applicable and implemented in respect of Block Deal windows also.
3. Applicability: The provisions of the circular shall be applicable from the 60th day of issuance of the circular.
4. All MIIs are advised to:
4.1. take necessary steps and put in place necessary systems for implementation of the above.
4.2. make necessary amendments to the relevant byelaws, rules and regulations, wherever required, for the implementation of the above; and.
4.3. bring the provisions of this circular to the notice of the market participants (including investors) and disseminate the same on their website.
5. This circular is issued in exercise of the powers conferred under section 11(1) of the Securities and Exchange Board of India Act 1992 read with Regulation 51 of the Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) Regulations, 2018 and section 26(3) of the Depositories Act, 1996 read with Regulation 97 of Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018 to protect the interests of investors in securities and to promote the development of, and to regulate the securities market.
6. This circular is available on SEBI website at sebi.gov.in at “Legal Framework – Circulars.”
Yours faithfully,
Lamber Singh
Deputy General Manager
Tel. No. 022-26449667
Email: lambers@sebi.gov.in
