Taxmann’s SEBI Manual 2026 [In 3 Vols.]

Description

SEBI Manual is a definitive, professionally curated compendium of India’s securities and capital markets regulatory framework, bringing together, in a single, integrated reference set, the complete body of laws, regulations, and regulatory instruments administered by the Securities and Exchange Board of India (SEBI). It is conceived not as a static collection of statutory texts, but rather as a practical representation of how securities regulation operates in practice.

SEBI law operates through a layered, interdependent structure. Core enabling statutes such as the SEBI Act, the Securities Contracts (Regulation) Act, and the Depositories Act establish the foundation, which is elaborated through detailed regulations governing market participants, products, and transactions. These regulations are continuously operationalised and refined through Master Circulars and amending or clarificatory circulars, supported by prescribed formats, timelines, annexures, and reporting templates. The SEBI Manual captures this entire regulatory continuum in an integrated form, allowing the reader to view the law as a coherent compliance system rather than as fragmented instruments.

This Edition presents the law as amended up to date. It is particularly distinguished by the incorporation of twelve new Master Circulars issued during 2025, reflecting SEBI’s accelerated shift towards regulatory consolidation, digitisation, system-driven compliance, and ‘ease of doing business’ reforms. Structured across three meticulously organised volumes, the Manual serves as a single-point, end-to-end regulatory reference for professionals engaged in interpreting, implementing, auditing, advising on, or litigating securities law in India. A defining editorial strength of the SEBI Manual lies in its treatment of circular-based regulation. Where multiple amending or clarificatory circulars follow a principal circular, the Manual places them together in context, preserving regulatory continuity and enabling the reader to grasp the complete compliance position in one reading flow, this approach transforms the Manual from a conventional law book into a practical compliance navigation reference, enabling readers to understand not only what the law provides, but also how SEBI expects it to be complied with, monitored, reported, audited, and enforced.

The SEBI Manual is specifically designed for professionals and institutions that require absolute regulatory accuracy, contextual completeness, and operational clarity, including:

Securities & Capital Markets Lawyers – For advisory opinions, enforcement defence, regulatory interpretation, documentation, and Securities Appellate Tribunal (SAT) matters
Company Secretaries & Listed-Entity Compliance Teams – For continuous compliance under LODR, governance frameworks, disclosures, and audit readiness
Chartered Accountants & Transaction Professionals – For due diligence, capital market transactions, financial disclosures, and regulatory certifications
Merchant Bankers, Lead Managers & Issuer Advisors – For ICDR compliance, offer document discipline, KPI disclosures, and issue management
Stock Brokers, Depositories, RTAs, Portfolio Managers, Investment Advisers, Research Analysts, Trustees, Custodians, and Other Intermediaries – For registration, conduct, AML/KYC, operational compliance, and investor grievance handling
Regulators, Market Infrastructure Institutions & Quasi-Judicial Authorities – As a consolidated statutory and regulatory reference
Academicians & Researchers – For structured study of India’s securities regulatory architecture
The Present Publication is the 46th Edition | 2026 and amended up to 20th November 2025. This book is edited by Taxmann’s Editorial Board, with the following noteworthy features:

[Master Circular–driven Regulatory Presentation] SEBI increasingly regulates through Master Circulars, which consolidate dozens of circulars into a single operative instrument, specify supersessions, and preserve prior actions. The Manual mirrors this regulatory philosophy by:
Reproducing Master Circulars in full
Retaining a chapter-wise and annexure-wise structure
Ensuring traceability of underlying circulars
This is critical for professionals who must demonstrate compliance continuity during inspections, audits, and enforcement proceedings
[Deep Integration of Listing & Disclosure Frameworks (LODR)] A major strength of this Edition is its comprehensive treatment of the SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015, including:
Continuous disclosure obligations
Regulation 30–based material event disclosures and Industry Standards
Related party transaction governance
Compliance frameworks for equity, debt, and structured instruments
Unclaimed amounts and investor protection mechanisms
Master Circulars applicable to listed entities and issuers of non-convertible securities
This makes the Manual indispensable for listed-company compliance and governance functions
[Embedded Operational Intelligence] Unlike bare statutory texts, the Manual includes:
Indicative timelines (e.g., rights issues, listing processes)
Reporting and disclosure formats
Annexures and procedural checklists
Audit and certification requirements
This transforms the publication into a day-to-day working reference, especially valuable during transaction execution and regulatory audits
[Coverage of Emerging & Evolving Regulatory Domains] The Manual captures SEBI’s expansion into newer regulatory areas, including:
ESG Rating Providers
Index Providers
Social Stock Exchange
Electronic Gold Receipts (EGRs)
Vault Managers
MF Lite and Specialised Investment Funds (SIFs)
Technology-driven compliance and surveillance frameworks
The coverage of the book is as follows:

Volume 1 – Foundational Statutes & Capital Formation Framework | This Volume lays the statutory and regulatory foundation of securities law, covering:
SEBI Act 1992
Securities Contracts (Regulation) Act 1956
SEBI (Issue of Capital and Disclosure Requirements) Regulations 2018
It further integrates regulations and circulars relating to:
Accredited Investors
Alternative Investment Funds (AIFs)
Buy-back of securities
Bankers to an Issue
Collective Investment Schemes
Credit Rating Agencies and ESG Rating Providers
Custodians and Debenture Trustees
Delisting of securities
Depositories and dematerialisation
This Volume is critical for issuers, fund managers, and transaction advisors
Volume 2 – Intermediaries, Funds & Market Operations | This Volume represents the operational core of securities regulation, covering:
Derivatives (equity, interest rate, commodity)
Employee Stock Options, Sweat Equity, and share-based benefits
Foreign Portfolio Investors (FPIs) and FVCIs
Infrastructure Investment Trusts (InvITs)
Insider Trading and Market Surveillance
Merchant bankers, lead managers, and market makers
Mutual Funds, including MF Lite and SIF frameworks
Municipal and green debt securities
Portfolio Managers
AML/CFT and KYC frameworks
This Volume is indispensable for intermediaries and compliance-heavy market participants
Volume 3 – Listing, Enforcement, Dispute Resolution & Investor Protection | This Volume addresses post-issuance regulation and enforcement, including:
Real Estate Investment Trusts (REITs)
Stock brokers and stock exchanges
Unfair trade practices and market abuse
Securities Appellate Tribunal (SAT) rules and procedures
Securities lending and borrowing
Securitised debt instruments and security receipts
Registrars to an Issue and Share Transfer Agents
Refund to Investors mechanisms
Online Resolution of Disputes (ODR) framework
ASBA process and banking integration
This Volume is particularly relevant for enforcement, appellate practice, and grievance redressal.
The structure of the book is as follows:

Five major internal divisions within volumes for statutory clarity
Subject-wise clustering of regulations, circulars, and master circulars
Chronological integrity of amendments preserved
Cross-referencing through detailed indexes and lists
Designed for rapid lookup, audit support, and litigation referencing