SEBI Defers Phase III of Nomination Rules: New Implementation Date Awaited

SEBI has issued a fresh circular on December 11, 2025, announcing the deferment of Phase III implementation of the revised nomination framework for the Indian securities market. Earlier phases, initially scheduled for March 1, 2025, were staggered across June, September, August, and finally December 15, 2025, due to operational challenges faced by AMCs, RTAs, depositories, and market participants. Following further representations highlighting structural and system-related difficulties, SEBI has now postponed the Phase III timeline to a future date that will be notified separately. All other provisions of the earlier circulars—dated January 10, February 28, and July 30, 2025—remain unchanged. The deferment aims to provide intermediaries adequate time to develop necessary system changes and ensure smoother implementation of the revamped nomination framework. This circular, issued under SEBI’s statutory powers, comes into immediate effect and reinforces SEBI’s commitment to investor protection and orderly market functioning.

SECURITIES AND EXCHANGE BOARD OF INDIA

Circular No. HO/42/36/12(4)2025-OIAE-IAD3 | Dated: December 11, 2025

To,

1. Asset Management Companies (AMCs) of Mutual Funds (MFs) and their Registrars to an issue and share Transfer Agents (RTAs)
2. Association of Mutual Funds in India (AMFI)
3. Recognized Depositories
4. Registered Depository Participants

Dear Sir / Madam,

Subject: Deferment of timeline for implementation of Phase III of Nomination  Circular dated January 10, 2025 read with Circular dated February 28, 2025 and  July 30, 2025

1. SEBI had issued a circular on “Revise and Revamp Nomination Facilities in the Indian Securities Market” on January 10, 2025¹.

2. Pursuant to the representations received from various stakeholders and discussions held thereafter, it was, inter-alia, decided to implement the circular in three (3) phases, instead of from March 01, 2025. Accordingly, vide circular dated February 28, 2025², implementation of certain provisions were deferred to Phase II (i.e. June 01, 2025) and Phase III (i.e. September 01, 2025).

3. In view of the operational difficulties expressed by the Depositories, depository participants and Industry Associations, vide circular dated July 30, 2025³, the implementation of the Phase II and Phase III was further deferred to August 08, 2025 and December 15, 2025 respectively.

4. SEBI has since then received representations from various stakeholders requesting for re-examination of the structural implications of implementing this circular and also seeking extension of time to carry out the system developments / process changes for its implementation.

5. In view of the foregoing, it has been decided to defer the timeline for implementing the aforesaid Circular from December 15, 2025 to a further date to be notified separately.

6. The provisions of this circular shall come into force with immediate effect.

7. All other provisions in the aforementioned circulars dated January 10, 2025, February 28, 2025 and July 30, 2025 shall continue to remain the same.

8. This circular is issued with the approval of the competent authority.

9. This circular is issued in exercise of powers conferred under Section 11(1) of the Securities and Exchange Board of India Act, 1992 read with Regulation 60A of the SEBI (Depositories and Participants) Regulations, 2018 and Regulation 29A of the SEBI (Mutual Funds) Regulations, 1996, to protect the interests of investors in securities and to promote the development of, and to regulate the securities market.

10. This circular is available on SEBI website atsebi.gov.in under the category: “Legal à Circulars”.

Yours faithfully,

S. Manjesh Roy
General Manager
Officer of Investor Assistance and Education
Investor Awareness Division – 3
Tel no.: +91-22-2644 9710 or 4045 9710
manjeshsr@sebi.gov.in