SEBI Proposes Changes to Securitised Debt Rules

Consultation Paper; Dated: 04.05.2026

The Securities and Exchange Board of India (SEBI) has issued a consultation paper proposing amendments to the SEBI (Issue and Listing of Securitised Debt Instruments and Security Receipts) Regulations, 2008.

1. Objective of the Proposal

The amendments seek to:

• Align SEBI regulations with Reserve Bank of India (RBI) – Securitisation of Standard Assets Directions, 2021
• Improve:

1. 1. Market efficiency
   2. Regulatory consistency
   3. Ease of securitisation transactions

2. Key Proposals

2.1 Permitting Single Asset Securitisation

Proposal to allow securitisation of a single asset

Impact – Expands flexibility in structuring securitisation transactions

2.2 Shift in Disclosure Responsibility

Disclosure obligations proposed to be shifted from issuer/SPDE to the servicer

Impact – Aligns disclosures with the entity having operational control and servicing information

2.3 Revision in SPDE Board Composition

Changes proposed in composition requirements of the Special Purpose Distinct Entity (SPDE) board

Impact – Simplifies governance structure while retaining oversight standards

2.4 Rationalisation of Existing Restrictions

Review and easing of certain existing regulatory restrictions

Impact – Enhances operational flexibility and market participation

3. Public Consultation

• SEBI has invited comments and suggestions from stakeholders
• Last date for submission – 25 May 2026

4. Conclusion

The proposed amendments aim to create a more efficient, aligned, and market-friendly securitisation framework, harmonising SEBI regulations with RBI norms while supporting growth in the securitised debt market.

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