The Securities and Exchange Board of India issued a Master Circular dated 6 February 2026 to consolidate and streamline the regulatory framework applicable to Registrars to an Issue and Share Transfer Agents (RTAs). The circular brings together all relevant directions and instructions previously issued from time to time, providing RTAs and market participants with a single, comprehensive reference point. With its issuance, all earlier circulars listed in the appendix stand rescinded to the extent they relate to RTAs. However, the Master Circular preserves continuity by deeming past actions, applications, rights, obligations, liabilities, penalties, investigations, and legal proceedings undertaken under the rescinded circulars as valid and enforceable under the corresponding provisions of the Master Circular. Issued under Section 11(1) of the SEBI Act, 1992, the circular reinforces SEBI’s mandate to protect investor interests, promote orderly development of the securities market, and ensure consistent regulation of RTAs. The Master Circular is publicly accessible on SEBI’s website.
Securities and Exchange Board of India
Master Circular No. HO/38/13/(4)2026-MIRSD-POD/I/4298/2026 | Dated: February 06, 2026
To,
All registered Registrars to an Issue and Share Transfer Agents (RTAs)
Dear Sir / Madam,
Subject: Master Circular for Registrars to an Issue and Share Transfer Agents
1. For effective regulation of Registrars to an Issue and Share Transfer Agents (RTAs), the Securities and Exchange Board of India has been issuing various Circulars from time to time.
2. In order to enable RTAs and other market stakeholders to have access to all applicable Circulars in the subject matter at one place, this Master Circular is issued. This Master Circular has been updated to incorporate the provisions of the Circular(s) given in the Appendix to this Master Circular.
3. With the issuance of this Master Circular, all directions/instructions contained in the Circulars listed out in the Appendix to this Master Circular shall stand rescinded to the extent they relate to RTAs.
4. Notwithstanding such rescission, –
(a) anything done or any action taken or purported to have been done or taken under the rescinded circulars, prior to such rescission, shall be deemed to have been done or taken under the corresponding provisions of this Master Circular; and
b. any application made to the Board under the rescinded circulars prior to such rescission, and pending before it, shall be deemed to have Page 6 of 13 been made under the corresponding provisions of this Master Circular; and
c. the previous operation of the rescinded circulars or anything done or suffered thereunder, any right, privilege, obligation or liability acquired, accrued or incurred under the rescinded circulars, any penalty, incurred in respect of any violation committed against the rescinded circulars, or any investigation, legal proceeding or remedy in respect of any such right, privilege, obligation, liability, penalty as aforesaid, shall not be affected by such rescission and shall be enforceable as if the rescinded circulars had continued to be in force.
5. This Master Circular is issued in exercise of powers conferred under Section 11(1) of the Securities and Exchange Board of India Act, 1992, to protect the interests of investors in securities and to promote the development of, and to regulate, the securities market.
6. This Master Circular is available on SEBI website at sebi.gov.in in the path “Legal >Master Circulars”.
Yours faithfully,
Aradhana Verma
General Manager
Market Intermediaries Regulation and Supervision Department
Tel. No: +91-22-26449633
aradhanad@sebi.gov.in
