In exercise of the powers conferred by section 30 of the Securities and Exchange Board of India Act
The Gazette of India
CG-MH-E-10102026-277050
EXTRAORDINARY
PART III—Section 4
PUBLISHED BY AUTHORITY
No. 608] NEW DELHI, FRIDAY, OCTOBER 9, 2026/ASVINA 17, 1948
SECURITIES AND EXCHANGE BOARD OF INDIA
NOTIFICATION
Mumbai, the 8th October, 2026
SECURITIES AND EXCHANGE BOARD OF INDIA (INTERMEDIARIES)
(SECOND AMENDMENT) REGULATIONS, 2026
F. No. SEBI/LAD-NRO/GN/2026/323.—In exercise of the powers conferred by section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992), the Board hereby makes the following regulations to further amend the Securities and Exchange Board of India (Intermediaries) Regulations, 2008, namely–
1. These regulations may be called the Securities and Exchange Board of India (Intermediaries) (Second Amendment) Regulations, 2026.
2. They shall come into force on the one hundred eightieth day from the date of publication of these regulations in the Official Gazette.
3. In the Securities and Exchange Board of India (Intermediaries) Regulations, 2008, –
I. after Chapter IIIC and before Chapter IV, the following Chapter shall be inserted, namely, —
Definitions 16G. For the purposes of this Chapter, unless the context otherwise requires: —
(1) “advertisement” shall include any form of communication, endorsement or representation, whether written, audio, visual, verbal or of any other form, disseminated through any channel, including but not limited to- (a) print media (newspaper, magazines, etc.), (b) broadcast media (TV, Radio, podcasts, etc.), (c) digital media (websites, social media, streaming services, online news sites etc.), (d) outdoor media (billboards, transit ads, in-store displays) or any similar medium, issued, directly or indirectly, by or on behalf of a regulated entity in connection with or having the primary effect of promotion, invitation or solicitation in respect of any product or service offered by the regulated entity or promotion of a brand or entity;
(2) “celebrity” shall include a person: (a) who has featured in the top 50 rankings in any publicly available celebrity index published by a national publication of repute. The celebrity index should be latest available or at the most one-year old or; (b) who has played a lead role or one of the lead roles in any mainstream or prominent or popular movies, or TV serials, or TV shows, or web-series on any of the OTT platforms or; (c) who is an Influencer having a social media followership exceeding the threshold specified by the Advertising Standards Council of India under its applicable guidelines, on any single social media platform or; (d) who being a Sports person has been a part of the national team of the country to which he belongs or has represented his country in any international tournaments or events such as Olympic Games, Asian Games, Commonwealth Games, popular sports events telecasted on television such as Kabaddi, Cricket, etc. or competitive games at international level for that given sport, etc. or; (e) who has been a host or one of the hosts or anchors or one of the anchors for any TV program such as quizzes, cooking shows, news channels, comedy shows, dance shows, song shows, award functions or such other entertainment programs for at least one season or for a minimum of 10 episodes; (f) who has been a winner or runners-up in any prominent or popular competitive program aired on TV or OTT platform or any prominent personality who has gone through a series of qualifying rounds (for elimination of competitors) which may be known as qualifying round, quarter finals, semi-finals and finals or by any other name or; (g) who is a virtual influencer (fictional computer generated ‘people’ or avatars who have the realistic characteristics, features and personalities of humans) that bears influence on their audience or followers or; (h) who in the view of the Board or the supervisory body recognised by the Board for the regulated entity is capable of influencing the opinion of viewers of the advertisement: Provided that the term “celebrity” shall not include any founder, promoter, director, key managerial personnel or senior management personnel of the persons referred to in Regulation 16G(3) issuing or causing to be issued the advertisement, where such founder, promoter, director, key managerial personnel or senior management personnel appears in such advertisement.
(3) “regulated entity” shall mean- (a) Stock Brokers; (b) Depository Participants; (c) Online Bond Platform Providers; (d) Investment Advisers; (e) Research Analysts; (f) Mutual Funds; (g) Asset Management Companies; (h) Portfolio Managers; and such other entities as may be specified by the Board from time to time.
(4) “supervisory body” shall mean- (a) Stock exchanges for Stock Brokers including Online Bond Platform Providers; (b) Depositories for Depository Participants; (c) Investment Adviser Administration and Supervisory Body for Investment Advisers; (d) Research Analyst Administration and Supervisory Body for Research Analysts; (e) Association of Mutual Funds in India for Mutual Funds or Asset Management Companies; and (f) Association of Portfolio Managers in India for Portfolio Managers. Applicability 16H. The provisions of this chapter shall be applicable for all advertisements issued by the regulated entity in respect of products or services under the purview of the Board. Mandatory Disclosures and Disclaimers 16I. All advertisements shall contain the following information: (a) basic details such as name of the regulated entity, SEBI registration number and logo of the regulated entity, if any. (b) disclaimers, as specified by the Board from time to time shall be displayed or communicated in the specified manner. Explanation. — In case an advertisement is in the form of short format messaging such as SMS or Pop-ups, push notifications or any other similar concise electronic communication, and basic details and disclaimers cannot be provided therein due to the character limit associated with the medium, a hyperlink to such details and disclaimers available on the official website of the regulated entity shall be provided. Communications not considered as advertisement 16J. (1) Subject to sub-regulation (2), the following communications shall not be considered as ‘advertisement’: (a) communication that is educational or informational in nature and is meant to impart financial knowledge or information or training. For such communication, the regulated entity shall comply with the following: (i) branding of the entity in such communications shall be minimal and incidental; (ii) such communication shall not contain any promotional call-to-action or attempt to influence or induce a purchase decision for a specific product or service provided by the regulated entity; 12
(iii) if the cost towards such communication is being borne out of funds earmarked for education and awareness, such communications shall be reported to the supervisory body or Board for post facto monitoring; (b) research reports or recommendations or analyses shared with existing clients or investors which do not contain claims of performance of the regulated entity; (c) list of available products or services, including lists provided on regulated entity’s website or app, which provides a summary of factual information about the products or services of the regulated entity; (d) essential communication between regulated entities and existing clients or investors arising out of any regulatory requirement; (e) communication in response to a request by a client or prospective client or investor for information about any product or service; (f) communication providing basic factual information about regulated entity (such as name, brand logo, website or app or similar details) and a description of the nature of its activities; (g) product demonstrations (e.g. webinars, walk-throughs) showing the interface and service features provided such demonstration does not promote products or services or solicit interest to avail any product or service of the regulated entity; (h) greetings, condolences or congratulatory messages; (i) public communications inviting applications for recruitment or availing third party services provided it does not target clients or prospective clients or investors; (j) sponsorship for TV shows or talk shows and events communicating generic information about the regulated entity such as name, brand name, logo, website or app or similar details and is only limited to sponsorship; (k) surveys issued by the regulated entities to their registered clients or investors to take feedback; and (l) any other communication as may be specified by the Board from time to time. (2) Any communication which promotes products or services or solicits interest to avail any product or service of a regulated entity shall be considered as an advertisement. Celebrity Endorsements 16K. (1) The celebrities shall be allowed to endorse the regulated entity at the brand level or the entity level. (2) Such endorsements may include the name of products or services offered by a regulated entity but may not include any inducement or claim directly or indirectly regarding any specific product or service. (3) Any advertisement featuring celebrity shall be issued only with the prior approval from supervisory body or the Board (if no such body has been specified by the Board for regulated entity).
(4) Expenses incurred towards celebrity endorsements shall not be passed on to the clients or charged to the scheme of the mutual fund. (5) Such advertisements shall include the relevant disclaimers as may be specified. General Obligations 16L. (1) The regulated entity shall ensure compliance with the following: (a) advertisements shall be true, fair, accurate, complete and unambiguous; (b) advertisements shall not be so designed as likely to be misunderstood or likely to disguise the significance of any statement; (c) advertisements shall not be so framed as to exploit the lack of experience or knowledge of the investors; (d) advertisements shall not extensively use technical or legal terminology or complex language or include excessive details, which may mislead or confuse the investors; (e) a disclaimer stating that “The securities or scheme(s) are quoted as an example and not as a recommendation” shall be mentioned on the same page of the written creative or frame of the video where the same is displayed and not at the end of the creative or the advertisement, in case any specific securities or scheme(s) are displayed or communicated in an advertisement as example(s); (f) disclosures in the terms of statistical data, graphs, or charts shall be backed by source(s) and the source(s) shall be disclosed alongside such data, graphs, or charts. Further, such statistical data, graphs, or charts shall include the date or period to which it relates; (g) regulated entities shall refrain from providing any form of incentives, or vouchers, or coupons, or monetary certificates, or tokens, or subscription plans, by whatever name called, to their clients for inducement to trade or avail the services or for activation of inactive client accounts or investing into any schemes or for downloading mobile applications etc.; (h) in the event of suspension of any regulated entity, the regulated entity so suspended shall not issue any advertisement, directly or indirectly, either singly or jointly with any other regulated entity, during the period of suspension; (i) any other obligations, as may be specified by the Board or supervisory body in consultation with Board, from time to time. (2) In case of any third-party issuing advertisement on any platform without the consent of a regulated entity: (a) the regulated entity shall initiate appropriate action (including legal action) within seven days from when it comes to its knowledge, under intimation to the supervisory body; (b) the regulated entity shall inform the supervisory body regarding action taken and outcome thereof; (c) the regulated entity shall prominently disclose, on its website, details of such incidents, including the details of the concerned third party and actions taken against them. Prohibition on use of dark patterns 16M. The regulated entity shall refrain from engaging in a dark pattern as specified in Annexure I of the Guidelines for Prevention and Regulation of Dark Patterns, 2023 issued by the Central Consumer Protection Authority. Use of ratings or rankings in advertisements 16N. The regulated entity shall be permitted to use only the ratings or rankings assigned by a Past Risk and Return Verification Agency in the advertisement which subject to the following conditions – (a) the ratings or rankings shall be properly explained either in the advertisement itself or by including details of the Past Risk and Return Verification Agency website or regulated entity’s website where an investor will be able to obtain further information about the meaning and methodology of such ratings or rankings; (b) the advertisement should also state that ratings or rankings are only one of the factors to be taken into account when deciding whether to avail the services of a specific regulated entity or not; (c) such ratings or rankings shall emanate from a study or survey by Past Risk and Return Verification Agency covering all the relevant market participants within the concerned category to ensure comparability and objectivity; (d) any other conditions which may be specified by the Board from time to time. Prohibitions in the advertisement 16O. An advertisement shall not contain: (a) any content, which is false, misleading, luring, biased, deceptive, exaggerated, ambiguous or based on assumptions or projections or includes any testimonials; (b) anything that, directly or indirectly, promises or gives assurance of any guaranteed or risk free or indicative returns to prospective or existing clients; (c) any direct or indirect promise or assurance of any fixed returns (except in case of Online Bond Platform Providers or any other entity in a form and manner as may be specified by the Board); (d) any content that, directly or indirectly, disparages or discredits other regulated entities, their products or services or makes unfair comparisons with such entities or imitates the advertisement content of other regulated entities; (e) any content that compares one product or asset class with other product(s) or asset class(es) of a different nature giving a misleading impression; (f) any content designed to exploit the lack of experience or knowledge of the investors or any slogan that is exaggerated or unwarranted or inconsistent with or unrelated to the nature and risk and return profile of the products or services being advertised; (g) logos, images (e.g. building imagery) or symbols of the Board or Market Infrastructure Institutions (MIIs) or any other organisation of such repute, unless specifically permitted; (h) any content that implies that past performance may recur or makes any unwarranted claim; (i) any reference to past performance in respect of the products or services of regulated entities unless the past performance is communicated in the manner as specified by Board from time to time; (j) any content which is indecent, vulgar or offensive; (k) adjectives such as high yield, high rated, high returns and synonyms of such words, which are vague and general without any basis; (l) anything, which is prohibited for publication or communication under the law; (m) any other communication as may be specified by the Board or supervisory body in consultation with the Board, from time to time. Reporting requirements 16P. The reporting requirements for an advertisement issued by a regulated entity shall be applicable as specified by the Board from time to time. Action for non-compliance 16Q. (1) The Board may, in case of violation of the provisions of this chapter or any circular issued thereunder, take such action as it may deem fit including action under Chapter V of these regulations or any applicable provisions of the relevant Act or any other regulations issued by the Board. (2) The Board may also direct the supervisory bodies to take appropriate action for violations specified under sub-regulation (1).
AMIT PRADHAN, Executive Director
[ADVT.-III/4/Exty./377/2026-27]
Note: The Securities and Exchange Board of India (Intermediaries) Regulations, 2008 was published in the Gazette of India on May 26, 2008 vide notification No. LAD-NRO/GN/2008/11/126538 and was last amended on April 16, 2026 by the Securities and Exchange Board of India (Intermediaries) (Amendment) Regulations, 2026 vide notification no. SEBI/LAD-NRO/GN/2026/300.
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