Archive · 25 Nov 2025
SEBI Orders Debenture Trustees to Segregate Non-Regulated Activities
The Securities and Exchange Board of India (SEBI) has told companies that help manage bonds, called Debenture Trustees (DTs), to keep their different jobs separate.
If a DT does jobs that SEBI doesn't control, like jobs controlled by other financial regulators, they must do those jobs in a completely different part of their company.
This different part must have its own staff, its own way to handle complaints, and its own records.
The DTs must also tell everyone on their website about these different jobs and say that SEBI's rules to protect investors don't apply to these jobs.
They have six months to do this for jobs they already have, and they must tell SEBI when they've done it.
This is to make sure everything is clear and to protect investors.
SEBI has directed Debenture Trustees (DTs) to segregate non-SEBI regulated activities into separate business units (SBUs).
DTs can offer non-SEBI regulated, fee-based, non-fund-based financial services only through SBUs on an arms-length basis.
SBUs must be ring-fenced with dedicated staff, independent grievance mechanisms, and separately maintained records.
DTs must disclose non-SEBI regulated activities on their websites and inform clients that SEBI's investor protection mechanisms do not apply.
DTs have six months to comply with the new norms for existing non-SEBI activities and must confirm compliance in half-yearly reports.
- Who
- Debenture Trustees (DTs) regulated by SEBI and other financial regulators
- What
- SEBI has ordered DTs to segregate non-SEBI regulated activities into separate business units (SBUs)
- When
- The directive was issued on November 25, 2025, with a six-month compliance deadline for existing activities
- Where
- India, as SEBI is the regulatory body overseeing the financial markets in India
- Why
- To ensure clarity and separation of activities, and to inform investors that SEBI's investor protection mechanisms do not apply to non-SEBI regulated activities
- Regulator
- Securities and Exchange Board of India (SEBI)
- Affected Entities
- Debenture Trustees (DTs)
- New Requirement
- Segregation of non-SEBI regulated activities into separate business units (SBUs)
- Compliance Deadline
- Six months for existing non-SEBI activities
- Other Regulators Involved
- RBI, IRDAI, PFRDA, IFSCA, IBBI, Ministry of Corporate Affairs
- Disclosure Requirement
- DTs must disclose non-SEBI regulated activities on their websites
- Investor Protection
- SEBI's investor protection mechanisms do not apply to non-SEBI regulated activities
- Reporting Requirement
- Compliance to be confirmed in half-yearly reports