Apr 28, 2025

SEBI Amends Insider Trading Regulations

SEBI, by way of a Notification dated March 11, 2025, has amended the SEBI (Prohibition of Insider Trading) Regulations, 2015 (‘PIT Regulations’). Key amendments include:

i.    Unpublished Price Sensitive Information:

a. With the aim to enhance regulatory clarity, certainty and uniformity in the compliance ecosystem, events considered as material events requiring disclosure by listed companies under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements), 2015 (‘Listing Regulations’), have been included in the illustrative list of Unpublished Price Sensitive Information (‘UPSI’). These, inter alia, include change in ratings other than Environmental, Social, and Governance (ESG), plans for raising funds, etc. The relevant guidelines for materiality under the Listing Regulations will be applicable for identification of events as UPSI.

b. Further, the following events have been included to the existing illustrative list of UPSI: (i) awards or termination of order/contracts not in the normal course of business; and (ii) resignation of statutory auditor or secretarial auditor.

ii.   Updation of Structured Digital Database and Trading Window: For UPSI emanating from outside the company, flexibility has been provided to make entries in the Structured Digital Database (SDD) on a deferred basis, within two days of receiving such information. Further, the trading window is not required to be closed for such information.

The above amendments are effective from June 9, 2025.

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