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SEBI notified the Securities and Exchange Board of India (Issue and Listing of Securitised Debt Instruments and Security Receipts) (Amendment) Regulations, 2026 on July 1, 2026, effective from publication in the Official Gazette. The amendments provide that an RBI-regulated originator may have only one representative on the board of a special purpose distinct entity, without veto power. An SPDE cannot acquire debt or receivables from an originator belonging to the same group as, or under the same control as, the trustee. Multiple references to “originator” in Regulations 10A and 11 are replaced with “servicer”. Regulation 19A is revised regarding specified conditions, while Regulation 20 permits action if SEBI so directs in investors’ interest. Regulation 45 now refers to appointment of a new trustee where the existing trustee’s registration is suspended or cancelled, and its Explanation is omitted. Schedule V is amended to include concentration risk arising from single asset securitisation.

SECURITIES AND EXCHANGE BOARD OF INDIA

NOTIFICATION

Mumbai, the 1st July, 2026

SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE AND LISTING OF SECURITISED DEBT
INSTRUMENTS AND SECURITY RECEIPTS) (AMENDMENT) REGULATIONS, 2026

No. SEBI/LAD-NRO/GN/2026/304.— In exercise of the powers conferred under sub-section (1) of section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Board hereby makes the following regulations to further amend the Securities and Exchange Board of India (Issue and Listing of Securitised Debt Instruments and Security Receipts) Regulations, 2008, namely: —

1. These regulations may be called the Securities and Exchange Board of India (Issue and Listing of Securitised Debt Instruments and Security Receipts) (Amendment) Regulations, 2026.

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

3. In the Securities and Exchange Board of India (Issue and Listing of Securitised Debt Instruments and Security Receipts) Regulations, 2008, —

I. in regulation 9, in sub-regulation (9) –

a. the symbol “.” shall be substituted with the symbol “:”;

b. the following proviso shall be inserted, namely, –

“Provided that where the originator is an entity regulated by the Reserve Bank of India, it shall not have more than one representative on the board of the special purpose distinct entity and such representative shall not have veto power.”

II. in regulation 10, sub-regulation (3) without existing explanation shall be substituted with the

following, namely —

“(3) No special purpose distinct entity shall acquire any debt or receivables from any originator which is:

a) part of the same group as the trustee; or

b) under the same control as the trustee.”

III. in regulation 10A —

a. in sub-regulation (1), the word “originator” shall be substituted with the word “servicer”;

b. in sub-regulation (2),

i. the word “originator” shall be substituted with the word “servicer”;

ii. the words and symbol “as made by the originator,” shall be omitted.

IV. in regulation 11, in sub-regulation (3) —

(a) in clause (h), the word “originator” shall be substituted with the word “servicer”;

(b) in clause (j) –

i. the word “originator” appearing after the words and symbols “auditor(s) of shall be substituted with the word “servicer”;

ii. the words and symbol “as made by the originator,” shall be omitted.

(c) in the clause (k), the word “originator”, appearing twice, shall be substituted with the word “servicer” in both places.

V. in regulation 19A, in the first proviso, —

a. the words and symbol “of the track record,” appearing after the words “Provided that the conditions” and before the words “as specified in the”, shall be omitted;

b. after the words “as specified in the clause” and before the words and symbols “(d) and (e)”, the words and symbols “(a),” shall be inserted.

VI. in regulation 20,

(a) after the words “in the event of and before the words and symbol “the following:”, the words “any of shall be inserted;

(b) in clause (c), the symbol “.” shall be substituted with the word and symbol “; and”;

(c) after clause (c), the following clause shall be inserted, namely-

“(d) if the Board so directs in the interest of the investors.”

VII. in regulation 45, in sub-regulation (2), —

a. the words “winding up of schemes of the special purpose distinct entity” shall be substituted with the words and symbol “the appointment of a new trustee in place of the trustee whose registration is suspended or cancelled,”;

b. the Explanation shall be omitted.

VIII. in Schedule V, in clause 5.0,

(a) the existing sub-clause (1) shall be renumbered as sub-clause (m);

(b) after sub-clause (k), the following sub-clause shall be inserted namely, – “(1) Concentration risk arising due to single asset securitisation.”

AMIT PRADHAN, Executive Director
[ADVT.-111/4/Exty./191/2026-27]

Note:

The Securities and Exchange Board of India (Public Offer and Listing of Securitised Debt Instruments) Regulations, 2008 were published in the Gazette of India on May 26, 2008 vide notification no. LADNRO/GN/2008/12/126567 and was last amended on May 5, 2025 by the Securities and Exchange Board of India (Issue and Listing of Securitised Debt Instruments and Security Receipts) (Amendment) Regulations, 2025 vide notification no. SEBI/LAD-NRO/GN/2025/247.

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