SEBI Research Analyst: what the rules require

The fee policy and terms must cap fees at Rs 1,51,000 per year per family of client for all research services to individual and HUF clients (not accredited investors), excluding statutory charges.

Basis: Regulation 15A, RA Regulations; RA Master Circular 6 Feb 2026, para 1.9 (from SEBI circular SEBI/HO/MIRSD/MIRSD-PoD/P/CIR/2025/48 dated 2 Apr 2025) and MITC clause 12(ii).

How to meet it: State the Rs 1,51,000 per family per year cap in the fee policy, pricing page and client terms. Remove any plan that takes an individual or HUF family above the cap.

Terms must say advance fees, if agreed, cannot exceed one year, that premature termination gives a pro rata refund for the unexpired period, and that no breakage fee is charged.

Basis: RA Master Circular 6 Feb 2026, para 1.9(f) and (g); BSE notice 20250430-16 dated 30 Apr 2025 asks RAs to update the MITC advance fee clause, which still says one quarter in Annexure B.

How to meet it: Rewrite the refund clause to allow at most one year in advance, give pro rata refunds and remove any breakage or cancellation fee. Update the MITC text that still says one quarter.

The RA must disclose the minimum mandatory terms (Annexure B) and the standard MITC, and get client consent before giving any research service or charging any fee.

Basis: Regulation 24(6), RA Regulations; RA Master Circular 6 Feb 2026, para 1.12 and Annexure B (from circular SEBI/HO/MIRSD/MIRSD-PoD/P/CIR/2025/20 dated 17 Feb 2025). Consent is optional, but disclosure is still required, for institutional investors and QIBs (para 28(ii)(b)).

How to meet it: Publish the standard MITC and Annexure B terms, and collect signed or e-signed consent before onboarding or invoicing. Get consent again from existing clients at renewal or at the next fee date.

Each research report must disclose financial interest, ownership of 1% or more, other material conflicts, compensation from the subject company in the past 12 months, any managing of public offers, any role as officer, director or employee, and any market making.

Basis: Regulation 19(i) to (vi), RA Regulations; Regulation 22(3) for third party reports.

How to meet it: Add a standard disclosure block to every report template that covers each Regulation 19 item, with a yes or no answer for each.

Reports must define the terms and the rating system (including time horizon and benchmark), show a daily closing price chart where a rating or target has been held for at least a year, and be backed by data, analysis and a documented rationale.

Basis: Regulations 18(7), 20(1) to 20(4) and 25(1)(iii), RA Regulations; RA Master Circular, para 1.8 and FAQ 36.

How to meet it: Add a ratings legend and methodology section to the report template, and archive the rationale for every call, including technical calls.

When the RA or its staff speak in public media (TV, internet, social media), they must disclose their registration status and any financial interest in the subject company.

Basis: Regulation 21, RA Regulations; RA Master Circular, Annexure I FAQ 19.

How to meet it: Set a script and checklist for media appearances that states SEBI RA status and any holdings before a stock is discussed.

The RA must have written internal policies on dealing and trading, and must not trade a recommended or followed security from 30 days before to 5 days after a report, or trade against its own recommendation.

Basis: Regulations 15 and 16, RA Regulations (part-time RAs included from 16 Dec 2024).

How to meet it: Adopt a written personal dealing policy with a 30 day and 5 day blackout, pre-approval and trade logs for analysts and their associates.

Individual RAs must not distribute, and non-individual RAs must ensure the same client (tracked by PAN, with the family counted as one client) does not get both research and distribution within the group, backed by an annual auditor certificate.

Basis: Regulation 26C, RA Regulations; RA Master Circular, para 1.10 and FAQs 30, 31 and 35.

How to meet it: Document a PAN-based segregation process and give onboarding clients a choice between research and distribution. Get the annual certificate within six months of the financial year end.

Any model portfolio must be issued through a research report with a factsheet that is true to its label and states the methodology, investment horizon, review frequency, risks and an appropriate benchmark, with performance validated by the SEBI-specified agency.

Basis: Regulation 24(8), RA Regulations; RA Master Circular, para 1.11 and Annexure A (compliance due by 30 Jun 2025).

How to meet it: Publish a factsheet for each model portfolio with label, universe, method, horizon, review dates, risks and benchmark, and include the portfolios in the annual audit.

The RA must keep signed and dated reports, recommendations, rationale, public appearance records, KYC of fee paying clients, a client register with PAN, the terms and consent, and records of all communication including with prospective clients, for at least five years.

Basis: Regulation 25(1) and 25(2), RA Regulations; RA Master Circular, para 1.13. From 9 Nov 2026, call recordings with institutional investors are not mandatory (RA Amendment Regulations 2026).

How to meet it: Set a retention schedule of at least five years, longer while a dispute is pending, and archive emails, chats and call recordings from the first contact with a client.

A part-time RA must call itself a part-time research analyst in all client correspondence, have no more than 75 clients, disclose its other activities, keep them at arm's length, and show a prominent disclaimer of at least 10 point font on non-SEBI services and invoices.

Basis: Regulations 2(1)(nd) and 13(iii) and (iv), RA Regulations; RA Master Circular, para 1.4 and FAQ 22.

How to meet it: Use the words part-time research analyst on the site, letterheads and messages, cap clients at 75, and add the non-SEBI disclaimer to invoices for other services.

Fees must be received only through traceable banking channels (cheque, demand draft, NEFT, RTGS, IMPS, UPI) and never in cash, and the RA or IA must obtain and display a validated @valid UPI ID.

Basis: IA Master Circular, para 2.3 and Annexure A clause 17(b); RA MITC clause 12(iv); SEBI circular SEBI/HO/DEPA-II/DEPA-II_SRG/P/CIR/2025/86 dated 11 Jun 2025 (UPI suffix ra or ia, available to investors from 1 Oct 2025).

How to meet it: Remove any cash or personal wallet option, list only bank channels, and publish the @valid UPI ID and QR code.

Client terms must include guidance on the optional Centralised Fee Collection Mechanism (CeFCoM) run by BSE, and the RA or IA must encourage clients to use it.

Basis: RA Master Circular, paras 1.9(h) and 12 and Annexure B clause 13; IA Master Circular, paras 1(ii)(e) and 15 (from circular SEBI/HO/MIRSD/MIRSD-POD-1/P/CIR/2024/120 dated 13 Sep 2024). Optional; operational from 1 Oct 2024 (BSE notice 20240923-8).

How to meet it: Add a CeFCoM paragraph to the terms and payment page explaining that clients may pay through BSE's CeFCoM.

The RA or IA must disclose to clients, when sharing terms or signing the agreement, the extent to which it uses AI tools. It remains solely responsible for client data security, confidentiality and integrity, and for any research or advice based on AI output.

Basis: RA Regulations 19(vii) and 24(7) and RA Master Circular para 1.7; IA Regulations 15(14) and 18(9) and IA Master Circular para 1(xii) (in force from 16 Dec 2024).

How to meet it: Add an AI disclosure clause naming which AI tools are used and how, and an internal policy assigning human review and data protection for AI outputs.

The RA or IA must complete an annual compliance audit by a member of ICAI, ICSI or ICMAI within six months of the financial year end, and submit the report and any adverse findings with action taken to BSE or SEBI within one month of the report, and no later than 31 October.

Basis: RA Regulation 25(3) and RA Master Circular paras 1.14 and 31 (as replaced by circular dated 25 Mar 2026); IA Regulation 19(3) and IA Master Circular paras 1(xiv) and 31.2 (as replaced by circular dated 25 Mar 2026).

How to meet it: Engage an eligible auditor each year, finish the audit by 30 September, and file it with BSE by 31 October.

The website must show the status of the annual compliance audit and any adverse findings with action taken, and the audit report must be given to clients.

Basis: RA Master Circular, para 1.14(d); IA Master Circular, para 1(xiv)(d) (from audit of FY ending 31 Mar 2025).

How to meet it: Add an audit status section to the website each year and email the report to clients.

The website and app must show complaint data in the SEBI format by the 7th of each month for the previous month, including the monthly and annual trend tables. IAs must place it on the home page, without scrolling, in a font of 12 or more.

Basis: RA Master Circular, para 7.3 and Annexure E; IA Master Circular, paras 2.4 and 7.5 and Annexure C (circulars 2025/80 and 2025/81 dated 2 Jun 2025).

How to meet it: Publish the Annexure table each month by the 7th, archive earlier months, and for IAs place it above the fold on the home page.

The current SEBI investor charter must appear on the website and app, be displayed in the office, and be given to clients at onboarding and by email or letter.

Basis: RA Regulation 24(9) and RA Master Circular para 7 and Annexure D; IA Regulation 15(15) and IA Master Circular para 7 and Annexure F (circulars dated 2 Jun 2025).

How to meet it: Publish the June 2025 version of the charter word for word and attach it to the welcome kit.

The RA or IA must resolve grievances within 21 calendar days and publish an escalation matrix that refers clients to SEBI SCORES (scores.sebi.gov.in) and the SMART ODR portal (smartodr.in).

Basis: RA Regulations 26A and 26B; IA Regulation 21; MITC (RA clause 12(x), IA clause 12); RA and IA Master Circulars para 6; SCORES circular dated 20 Sep 2023; ODR Master Circular.

How to meet it: Add a grievance page with named contacts, the 21 day timeline and live links to SCORES and SMART ODR, and match the office notice to it.

The RA or IA must keep a functional website that prominently shows its SEBI registered name, logo, registration number and full address with phone. IAs must also show the type and validity of registration, principal officer contacts and the SEBI regional office address. Correspondence must also show compliance and grievance officer details, and the website, KYC forms, agreements, reports and correspondence must carry the disclaimer that SEBI registration, BSE enlistment and NISM certification in no way guarantee performance or assure returns.

Basis: RA Regulation 19A and RA Master Circular paras 1.15 and 11.2; IA Regulation 19A and IA Master Circular paras 1(xvi), 1(xvii), 10.1(b)(viii) and 10.2.

How to meet it: Add a regulatory footer on every page with these details and the exact disclaimer, and include them on KYC forms, agreements, reports and invoices.

Every advertisement, including social posts and messages, must carry the registered details and the unaltered standard risk warning in at least 10 point font, avoid every prohibited claim, be approved in advance by BSE, and be kept for five years.

Basis: RA Master Circular, para 11.1; IA Master Circular, para 10.1 (from circulars dated 5 and 6 Apr 2023); RA Regulation 25(2) and IA Regulation 19(2).

How to meet it: Route every ad and social creative through BSE pre-approval, use an approved template with the standard warning, and archive the approved copies.

From 1 May 2026, every social media handle must show the SEBI registered name and registration number on its home page, and at the start of each piece of securities market content.

Basis: SEBI circular HO/(79)2026-MIRSD-PODMMC dated 26 Feb 2026 (covers YouTube, Instagram, Facebook, WhatsApp, X, LinkedIn, Threads, Telegram and Reddit, including closed groups).

How to meet it: Update every handle bio and add an opening card or caption line with the name and registration number to each post, video and channel message.

The RA or IA and its agents must not associate, directly or indirectly, with persons who give securities advice without SEBI registration or who make unpermitted claims of returns or performance.

Basis: Regulation 16A, SEBI (Intermediaries) Regulations 2008 as amended 29 Aug 2024; SEBI circulars dated 22 Oct 2024 and 29 Jan 2025 (existing contracts to end by 21 Jan 2025); RA Master Circular para 21; IA Master Circular para 22.

How to meet it: Keep a register of influencers, affiliates and partners, check their SEBI registration, and end any tie-up with an unregistered adviser or a maker of return claims.

Past performance or risk-return metrics may be advertised only if verified by PaRRVA. Certified pre-PaRRVA data may go only one to one, on request, with the prescribed disclaimer, by RAs and IAs enrolled with PaRRVA, and only up to 3 May 2028.

Basis: RA Master Circular, paras 11.1(c)(xii), 22 and 23; IA Master Circular, paras 10.1(c)(xii), 24 and 25; SEBI circulars dated 29 Apr 2026 (PaRRVA live from 4 May 2026) and 3 Aug 2026 (enrolment deadline extended to 3 Sep 2026).

How to meet it: Remove unverified performance figures from public pages and ads, publish only PaRRVA-verified metrics, and use the exact interim disclaimer for one-to-one sharing.

The individual RA or IA, the principal officer and all client-facing associated persons must hold the relevant NISM certification and renew it before it expires, or within three years of registration for holders of the NISM PG programme.

Basis: RA Regulation 7 and RA Master Circular paras 1.1 and 28(ii)(a) (associated persons to certify by 23 Jul 2026); IA Regulation 7 and IA Master Circular para 1(v); SEBI circular dated 24 Jun 2026 (NISM Series XXV-B for IA sales and non-core staff).

How to meet it: Keep a certification register with expiry dates, and enrol staff in the renewal exam or CPE within 12 months before expiry.

The RA or IA must keep a deposit (liquid or overnight fund units, or a scheduled bank deposit) lien marked to BSE, sized by its peak client count in the previous financial year: Rs 1 lakh up to 150 clients, Rs 2 lakh for 151 to 300, Rs 5 lakh for 301 to 1,000 and Rs 10 lakh above 1,000. The amount must be revised by 30 April.

Basis: RA Regulation 8 and RA Master Circular para 1.2; IA Regulation 8 and IA Master Circular para 1(iv) (circular dated 12 Aug 2025).

How to meet it: Review the peak client count after 31 March each year and top up the lien-marked deposit by 30 April.

An RA or IA registered with SEBI in no other capacity is exempt from CSCRF. One with other registrations follows the highest category of those registrations and reports to BSE. All RAs and IAs must give the half-yearly SaaS advisory undertaking.

Basis: CSCRF circular SEBI/HO/ITD-1/ITD_CSC_EXT/P/CIR/2024/113 dated 20 Aug 2024, as clarified by circular SEBI/HO/ITD-1/ITD_CSC_EXT/P/CIR/2025/60 dated 30 Apr 2025, paras 2.3 to 2.4.1; RA Master Circular paras 8, 24 and 30; IA Master Circular paras 5, 27 and 31.1.

How to meet it: Record your CSCRF category in the IT policy, keep critical data in India, and file the half-yearly SaaS undertaking.

The RA or IA must have senior-management-approved policies to identify, avoid or manage conflicts, must disclose actual or potential conflicts to clients, and IAs must disclose any holdings in advised securities and avoid trading against their advice for 15 days.

Basis: Regulations 15 and 24(1), RA Regulations; Regulations 15(1), 15(5), 15(7) and 18(4) to (5), IA Regulations; SEBI conflict of interest guidelines CIR/MIRSD/5/2013 (RA Master Circular para 16, IA Master Circular para 16).

How to meet it: Adopt a conflict of interest policy, keep a register of conflicts, and add a holdings disclosure to each piece of advice or research.

Client terms must state that the RA or IA cannot execute trades without consent, does not handle client funds or securities, offers no assured or fixed return schemes, and will never ask for login credentials or OTPs.

Basis: RA MITC clauses (i), (vi) and (xii) in RA Master Circular Annexure B; IA MITC clauses 1, 3, 5 and 15 in IA Master Circular Annexure B.

How to meet it: Include these MITC statements word for word and train staff never to ask for credentials or client funds.