SEBI Makes EBP Platform Mandatory for ₹20 Cr+ Private Placements

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  • Last Updated on 19 May, 2025

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SEBI EBP framework amendment

Circular No. SEBI/HO/DDHS/DDHS-PoD-1/P/CIR/2025/73, Dated: 16.05.2024

The Securities and Exchange Board of India (SEBI) has revised the Electronic Book Provider (EBP) framework through amendments to its Master Circular dated May 22, 2024. The latest amendments aim to enhance transparency and efficiency in the private placement process of debt and municipal securities.

1. Mandatory Use of EBP Platform for Certain Issuances

Under the updated provisions, the use of the EBP platform is now mandatory for the private placement of the following instruments:

  • Debt Securities
  • Non-Convertible Redeemable Preference Shares (NCRPS)
  • Municipal Debt Securities

The requirement will apply if any of the following conditions are met:

  1. Issue Size – The issue size, including any green shoe option, is ₹20 crore or more.
  2. Cumulative Shelf Issuances – If cumulative tranches under a shelf placement memorandum in a financial year total ₹20 crore or more.
  3. Subsequent Issuance Threshold – If a subsequent private placement causes the aggregate issuances in the financial year to cross ₹20 crore.

2. Objective Behind the Amendment

SEBI’s amendment is aimed at:

  • Ensuring greater transparency in price discovery and allocation of privately placed securities
  • Preventing misuse of regulatory exemptions for smaller issues by splitting larger deals
  • Standardizing the fundraising process across issuers and instruments

3. Implementation and Compliance

Entities planning to issue securities under the private placement route must now ensure strict compliance with the amended EBP provisions if their fundraising plans fall within the specified monetary thresholds.

Click Here To Read The Full Circular

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Author: Taxmann

Taxmann Publications has a dedicated in-house Research & Editorial Team. This team consists of a team of Chartered Accountants, Company Secretaries, and Lawyers. This team works under the guidance and supervision of editor-in-chief Mr Rakesh Bhargava.

The Research and Editorial Team is responsible for developing reliable and accurate content for the readers. The team follows the six-sigma approach to achieve the benchmark of zero error in its publications and research platforms. The team ensures that the following publication guidelines are thoroughly followed while developing the content:

  • The statutory material is obtained only from the authorized and reliable sources
  • All the latest developments in the judicial and legislative fields are covered
  • Prepare the analytical write-ups on current, controversial, and important issues to help the readers to understand the concept and its implications
  • Every content published by Taxmann is complete, accurate and lucid
  • All evidence-based statements are supported with proper reference to Section, Circular No., Notification No. or citations
  • The golden rules of grammar, style and consistency are thoroughly followed
  • Font and size that's easy to read and remain consistent across all imprint and digital publications are applied