Sebi sets up expert panel to review debenture trustee regulations; invites public comments by July 15
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The Securities and Exchange Board of India (Sebi) on Tuesday said it has constituted an expert working group to undertake a comprehensive review of the regulatory framework governing debenture trustees. The move is part of the regulator's efforts to align the rules with the evolving corporate bond market and changing financial landscape.
The panel will be chaired by former Sebi whole-time member Ananta Barua, while former State Bank of India chairman Rajnish Kumar will serve as co-chairperson, the regulator said in a release.
Sebi said the review has become necessary in view of the growing importance of debenture trustees in protecting the interests of debenture holders and the significant changes that have taken place in India's financial sector since the introduction of the Sebi (Debenture Trustees) Regulations, 1993.
"Considering the evolving landscape of the Indian debt market and the increasing importance of Debenture Trustees in safeguarding the interests of debenture holders, a need has been felt to undertake a comprehensive review of the regulatory framework governing Debenture Trusteeship activities to align the same with the changing market dynamics," the regulator said.
Sebi noted that the financial ecosystem has undergone substantial transformation over the past three decades, including the enactment of the Insolvency and Bankruptcy Code (IBC), 2016, and rising investor participation in the corporate bond market.
The working group has been tasked with reviewing the existing regulatory framework governing debenture trustees, including the Sebi (Debenture Trustees) Regulations, 1993, examining representations received from market participants, and recommending measures to strengthen the role of debenture trustees in effectively discharging their responsibilities.
The panel will also review the net-worth requirements applicable to debenture trustees and recommend changes, if necessary, besides examining any other issues related to debenture trusteeship activities.
Apart from Barua and Kumar, the committee comprises industry and legal experts, including O.N. Ravi, former General Counsel and Executive Vice President at CCIL; Rahul Choudhary, MD & CEO of Axis Trustee Services; Pratapsingh Nathani, MD & CEO of Beacon Trusteeship; Ashish Pahariya, Partner at DSK Legal; Vinod Kothari, Partner at Vinod Kothari & Co.; and representatives from the Finance Industry Development Council (FIDC), SIDBI, The CFO Board and CareEdge Ratings. Debashis Bandyopadhyay, Chief General Manager at Sebi, will serve as the Member Secretary.
Sebi has also invited suggestions from the public, market participants and other stakeholders on the existing regulatory framework governing debenture trustees. Stakeholders can submit their suggestions in the prescribed format by July 15, 2026.
"The suggestions may, inter alia, cover areas relating to streamlining provisions, removing redundancies, updating regulations in line with market developments, enhancing the role and responsibilities of Debenture Trustees, and easing compliance," Sebi said.