The Securities and Exchange Board of India (SEBI) issued a circular implementing amendments to the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 that allow specified securities for which a lock-in cannot be created to be recorded by depositories as “non-transferable” for the relevant lock-in period. To support the mechanism, depositories have issued an issuer-facing framework requiring, among other steps, suitable provisions in the issuer’s Articles of Association, intimation to relevant lenders or pledgees, and appropriate disclosures in offer documents. Depositories have also updated their systems and processes, and SEBI directed stock exchanges, depositories, merchant bankers and issuers to ensure compliance with the mechanism for lock-in of pledged shares.
Securities & Exchange Board of India 2026-04-08
Securities and Exchange Board of India operationalises lock-in for pledged shares by enabling depositories to record them as non-transferable
The Securities and Exchange Board of India issued a circular amending the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, allowing specified securities that cannot be formally locked in to be recorded by depositories as “non-transferable” for the lock-in period. Depositories have introduced an issuer-facing framework, updated systems and processes, and SEBI has directed stock exchanges, depositories, merchant bankers and issuers to ensure compliance with the new lock-in mechanism.