SEBI
Securities and Exchange Board of India
Statutory regulator of Indian securities markets. Oversees listed companies, AIFs, mutual funds, intermediaries, takeovers, and insider-trading regimes.
The Securities and Exchange Board of India (SEBI) is the statutory regulator of India's securities markets, established under the SEBI Act 1992. Headquartered in Mumbai; chaired by a Chairperson appointed by the Central Government.
Core regulatory remit:
- Listed companies — disclosures, governance, related-party transactions, mergers, takeovers (under SEBI (LODR) Regulations 2015 and SAST Regulations 2011).
- Stock exchanges, depositories, clearing corporations — market infrastructure institutions.
- Intermediaries — stock brokers, depository participants, portfolio managers (SEBI (Portfolio Managers) Regulations 2020), investment advisers, research analysts, merchant bankers, debenture trustees, custodians.
- Alternative Investment Funds (AIFs) — SEBI (Alternative Investment Funds) Regulations 2012. See AIF Category I/II/III.
- Mutual Funds — SEBI (Mutual Funds) Regulations 1996.
- Foreign Portfolio Investors (FPIs) — SEBI (FPI) Regulations 2019.
- Real Estate / Infrastructure Investment Trusts (REITs / InvITs).
- Insider Trading — SEBI (Prohibition of Insider Trading) Regulations 2015 (PIT).
- Issue of securities — ICDR Regulations 2018 for public issues and rights issues.
- Substantial acquisitions — SAST Regulations 2011 — 25% / 26% threshold open offer trigger.
Key powers (Section 11 of SEBI Act):
- Investigation, search, seizure
- Adjudication and imposition of monetary penalties
- Suspension / cancellation of registrations
- Direction to cease and desist; debarment from markets
- Prosecution
Relevance to Indian startups (even pre-IPO):
- AIF compliance — every Indian VC / PE / debt fund and its portfolio reporting is governed by SEBI's AIF regime.
- Insider trading — even pre-IPO Unpublished Price Sensitive Information (UPSI) governance flows from PIT regulations once the company is en route to listing.
- DRHP / IPO — SEBI clears the prospectus and post-listing supervises ongoing compliance.
- Pre-IPO advisors and merchant bankers — must be SEBI-registered.
Recent SEBI focus areas relevant to capital markets:
- Tightening AIF regulations — PPM standardisation, carry unitisation, related-party investment restrictions, investor reporting standards.
- ESG / BRSR — see ESG Reporting.
- VDA / crypto — SEBI has not yet taken primary jurisdiction; deferred to other regulators.
- Online bond platforms, social stock exchange, T+1 settlement.
Kapitalyze's Fund OS is built natively against SEBI AIF reporting templates.
SEBI's three-tier classification of pooled investment vehicles in India. Determines tax pass-through, leverage limits, and permitted investments.
SEBI's ESG disclosure framework. Mandatory for the top 1,000 listed companies by market cap; voluntary for unlisted. BRSR Core is third-party assured for top 150.
Cross-border equity investment in Indian companies. Two routes: automatic (no approval) and government (prior approval). Sector caps apply.
Primary statute governing Indian companies. Successor to the Companies Act 1956. Distinguishes private, public, OPC, Section 8, with chapter-wise compliance.