Description

Consolidated master circular updating all relevant circulars issued till December 30, 2025 for compliance with SEBI Listing Obligations and Disclosure Requirements Regulations by listed entities.

Summary

SEBI has issued an updated Master Circular (HO/49/14/14(7)2025-CFD-POD2/I/3762/2026) consolidating all relevant circulars on compliance with SEBI Listing Obligations and Disclosure Requirements (LODR) Regulations, 2015. Originally issued on July 11, 2023 and updated on November 11, 2024, this version incorporates all relevant circulars issued till December 30, 2025. The circular rescinds all previous circulars listed in the Appendix while preserving rights, obligations, and proceedings initiated under rescinded circulars.

Key Points

  • Master Circular consolidates all LODR compliance requirements at one place for listed entities
  • Issued to all listed entities, recognized stock exchanges, depositories, and other stakeholders including statutory auditors, depository participants, RTAs, material subsidiaries, and e-voting service providers
  • Previous Master Circular dated November 11, 2024 has been updated to include circulars till December 30, 2025
  • All directions in circulars listed in the Appendix stand rescinded to the extent they relate to LODR compliance
  • Actions taken under rescinded circulars deemed valid under this Master Circular
  • Pending applications and ongoing proceedings under old circulars continue under new provisions

Regulatory Changes

  • Supersedes Master Circular dated November 11, 2024
  • Consolidates and updates provisions currently in force as of December 30, 2025
  • Rescinds multiple previous circulars while maintaining continuity of legal effect
  • No substantive regulatory changes introduced; primarily a consolidation exercise
  • Provides single reference point for all LODR compliance requirements

Compliance Requirements

  • Listed entities must comply with provisions of this Master Circular for LODR obligations
  • Stakeholders including statutory auditors, RTAs, depository participants must adhere to applicable provisions
  • Stock exchanges and depositories directed to notify all stakeholders of circular contents
  • Exchanges and depositories must implement necessary systems and infrastructure for monitoring and implementation
  • All previous circulars referenced in Appendix no longer applicable for LODR compliance (rescinded)

Important Dates

  • Original Issue Date: July 11, 2023
  • First Update: November 11, 2024 (consolidated circulars till September 30, 2024)
  • Current Update: January 30, 2026 (last updated date)
  • Consolidation Period: Includes all relevant circulars issued till December 30, 2025
  • Effective Date: Immediate upon issuance (February 3, 2026)

Impact Assessment

Operational Impact: High - This Master Circular serves as the single authoritative reference for all LODR compliance requirements. Listed entities, auditors, RTAs, and other stakeholders must refer to this document instead of multiple previous circulars. While no new substantive requirements are introduced, entities need to familiarize themselves with the consolidated format.

Market Impact: Medium - Consolidation improves regulatory clarity and reduces compliance confusion by providing unified guidance. Exchanges and depositories must update their systems and monitoring mechanisms.

Compliance Impact: High - All stakeholders must transition from using rescinded circulars to this Master Circular. However, existing rights, obligations, and ongoing proceedings remain unaffected, ensuring legal continuity.

Impact Justification

Consolidates all LODR compliance requirements for listed entities, rescinds previous circulars, and serves as comprehensive reference document for regulatory obligations.