SEBI has issued a consolidated Master Circular for Debenture Trustees effective 28 September 2026, replacing the August 2025 circular. The update streamlines compliance and incorporates recent regulatory changes.
SEBI Consolidates Debenture Trustee Framework
The Securities and Exchange Board of India (SEBI) has issued a Master Circular for Debenture Trustees, effective as of 28 September 2026. The circular consolidates all existing guidelines, streamlining obligations related to appointment, monitoring, enforcement of security, and reporting responsibilities. The August 13, 2025 circular has been rescinded with immediate effect.
The consolidated framework enhances clarity on fiduciary duties, timelines for disclosures, and intervention mechanisms during defaults. It also integrates recent amendments on digital record-keeping and coordination with information utilities under the IBC. SEBI emphasized that the Master Circular aims to improve investor protection and operational uniformity across trust deeds.
For legal practitioners, the new circular simplifies compliance tracking and reduces fragmentation in regulatory interpretation. Firms advising on debt issuances must review existing debenture trust deeds and update trustee appointments and covenants in line with the updated standards. The Master Circular is now the sole reference point for all trustee-related obligations under the SEBI (Debenture Trustees) Regulations.
Citations
- SEBI (Debenture Trustees) Regulations, 1993
