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The International Financial Services Centres Authority (IFSCA) has notified the International Financial Services Centres Authority (Performance Review Committee) (Amendment) Regulations, 2025, significantly altering the composition and functioning of the Performance Review Committee (PRC). The amendments, effective upon publication in the Official Gazette, increase the required number of non-Authority members on the PRC from “two members” to “at least two members”. The regulations introduce a new set of disqualifications for the nomination of an independent expert, barring individuals who are 75 years of age or older, have been adjudged insolvent, convicted of an offense punishable by 180 days or more imprisonment, are physically or mentally incapable, or have an unresolved material conflict of interest. A new provision allows a Committee member to resign with a six-week written notice to the Board. A new Code of Conduct for members is established, requiring a signed declaration of fidelity and secrecy, and mandating ethical conduct, disclosure of conflicts of interest, maintenance of confidentiality, and the highest standards of probity. Furthermore, the frequency of PRC meetings is reduced from “twice” to “once” and the quorum requirement is revised to “half of the total strength,” with the mandatory presence of at least one Authority member and one independent expert. The Chairperson is granted a casting vote in case of an equality of votes. Minor deletions and substitutions were also made to the structure of review findings and legal citations.

INTERNATIONAL FINANCIAL SERVICES CENTRES AUTHORITY
NOTIFICATION
Gandhinagar, the 29th September, 2025

International Financial Services Centres Authority (Performance Review Committee)
(Amendment) Regulations, 2025

F. No. IFSCA/GN/2025/009.—In exercise of the powers conferred by sub-section (1) of Section 28 read with sub-section (4) of Section 17 of the International Financial Services Centres Authority Act, 2019, the International Financial Services Centres Authority hereby makes the following regulations, further to amend the International Financial Services Centres Authority (Performance Review Committee) Regulations, 2022 (hereinafter referred to as the principal regulations), namely:-

1. (1) These regulations may be called the International Financial Services Centres Authority (Performance Review Committee) (Amendment) Regulations, 2025.

(2) They shall come into force on the date of their publication in the Official Gazette.

2. In clause (i) of sub-regulation (1) of regulation 3 of the principal regulations, for the words “two members”, the words “At least two members” shall be substituted.

3. In clause (ii) of sub-regulation (1) of regulation 3 of the principal regulations, the words “for each review function”
shall stand deleted.

4. In sub-regulation (2) of regulation 3 of the principal regulations, the following proviso shall be inserted, namely:-

Provided that no person shall be nominated as an independent expert, in case such person-

(a) has completed the age of seventy-five years on the date of appointment as Member;

(b) has been at any time, adjudged as an insolvent;

(c) has been convicted of an offence which is punishable with an imprisonment for a term of one hundred and eighty days or more;

(d) is physically or mentally incapable of discharging his duties; or

(e) has a material conflict of interest and is unable to resolve such conflict.”

5. In regulation 3 of the principal regulations, after sub-regulation (3), the following sub-regulation shall be inserted, namely:-

“(4) A member of the Committee may resign from the Committee, at any time before the expiry of his tenure under sub-regulation (3), by giving to the Board, a written notice of not less than six weeks, and on the acceptance of the resignation by the Board, he shall cease to be a Member of the Committee.”

6. After regulation 3 of the principal regulations, the following regulation shall be inserted, namely:-

3A. CODE OF CONDUCT FOR MEMBERS

(1) Every member of the Committee shall sign a declaration as specified in the Schedule.

(2) The following code aims at providing broad guidance to Members of the Committee on their ethical conduct, which shall help enhance public trust:

(i) Members shall act in a manner consistent with the integrity, dignity and reputation of their office.

(ii) Members shall disclose any conflict of interest with regard to any matter that comes up for decision or otherwise to the Board and, if necessary, recuse themselves from the specific proceedings.

(iii) Members shall ensure that all information received by them as a Member of the Committee shall be kept confidential and shall not be revealed to any person either knowingly or unknowingly.

(iv) Members shall maintain the highest standards of probity, consistent with public office.”

7. Title of regulation 8 of the principal regulations shall be substituted with the following, namely:-

8. MEETINGS, QUORUM AND COORDINATION

8. In sub-regulation (1) of regulation 8 of the principal regulations, for the word “twice”, the word “once” shall be substituted.

9. In regulation 8 of the principal regulations, for sub-regulation (2) the following shall be substituted, namely:-

“(2) The quorum necessary for the transaction of business shall be half of the total strength of the Committee, wherein the presence of at least one member of the Authority and one independent expert shall be mandatory;”

10. In regulation 8 of the principal regulations, after sub-regulation (2), the following sub-regulation shall be inserted, namely:-

“(2A) Each Member of the Committee shall have one vote and in the event of an equality of votes, the Chairperson of the Committee shall have the casting vote.”

11. In regulations 9, the figure and mark “(a)”, “(b)”, “(c)”, “(d)” and “(e),” shall be read as “(1)”, “(2)”, “(3)”, “(4)” and “(5)”, respectively.

12. In sub-regulation (1) of regulation 10 of the principal regulations, the words and mark “containing the findings of each review area,” shall stand deleted.

13. In sub-regulation (2) of regulation 10 of the principal regulations, for the word and figures “section 17(2)” the words and figures “sub-section (2) of section 17” shall be substituted.

14. At the end of the principal regulations, the following shall be inserted as the Schedule, namely:-

SCHEDULE

(see regulation 3A)

FORM OF DECLARATION OF FIDELITY AND SECRECY

I, ………………., on becoming a member of the Committee, do solemnly and sincerely declare that I will faithfully perform the duties to the best of my ability and that I will uphold the dignity of the position and that I will observe secrecy and will not directly communicate or divulge any of the matters or any information which may come to my knowledge in the discharge of my duties, except when required or authorised to do so by these regulations or by law.

Date

(Signature)

PRAVEEN TRIVEDI, Executive Director
[ADVT.-III/4/Exty./401/2025-26]

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