The Securities and Exchange Board of India (SEBI) has issued a Master Circular for ESG (Environmental, Social, and Governance) Rating Providers, consolidating guidelines and obligations under the CRA Regulations of 1999. This comprehensive document aims to provide clarity and streamline regulatory compliance for ESG Rating Providers (ERPs), listed entities, and market intermediaries.
Securities and Exchange Board of India
MASTER CIRCULAR FOR ESG RATING PROVIDERS
Master Circular No. SEBI/HO/DDHS/POD3/P/CIR/2024/45 Dated: May 16, 2024
To,
All Registered ESG Rating Providers,
All Listed Entities,
All Recognized Stock Exchanges,
All Registered Depositories
Madam / Sir,
Subject: Master Circular for ESG Rating Providers (“ERPs”)
I. ESG Rating Providers are regulated under the provisions of Securities and Exchange Board of India (Credit Rating Agencies) Regulations, 1999 (“CRA Regulations” as amended with effect from July 4, 2023) that inter-alia prescribe guidelines for registration of ERPs, general obligations of ERPs, manner of inspection and code of conduct applicable to ERPs.
II. While the broad framework for ERPs has been laid down in the CRA Regulations, the procedural / disclosure requirements and obligations are being specified through this master circular, which will enable the industry and other users to have access to all the applicable directions to ERPs at one place.
III. ERPs are directed to comply with the conditions laid down in this master circular. Also, ERPs shall have necessary systems and infrastructure in place for implementation of this circular. The Board of Directors of the ERP shall be responsible for ensuring compliance with these provisions.
IV. This circular is issued in exercise of the powers conferred by Section 11 (1) of Securities and Exchange Board of India Act, 1992 read with the provisions of Regulation 28H of CRA Regulations, to protect the interest of investors in securities, to promote the development of, and to regulate, the securities market.
V. Applicability: The provisions of the Master Circular shall come into force with immediate effect from the date of notification of this Master Circular. For the purpose of this Circular, “listed entity” shall have the same meaning as provided in Regulation 2(1)(p) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
VI. Monitoring: Monitoring of provisions of this circular shall be done in terms of the yearly internal audit for ERPs, mandated under Regulation 28S of the CRA Regulations and this master circular issued thereunder.
VII. This Circular is being issued with the approval of Competent Authority.
VIII. This Circular is available on SEBI website at www.sebi.gov.in under “Legal Framework”.
Yours faithfully,
Sarika Kataria
Deputy General Manager
Department of Debt and Hybrid Securities
Tel No.022-2644-9411
Email ID – [email protected]
