Securities and Exchange Board of India (Depositories and Participants) (Second Amendment) Regulations, 2025

2851 GI/2025 (1)
REGD. No. D. L.-33004/99 xxxGIDHxxx xxxGIDExxx EXTRAORDINARY
PART III—Section 4
PUBLISHED BY AUTHORITY
SECURITIES AND EXCHANGE BOARD OF INDIA
Mumbai, the 30th April, 2025
SECURITIES AND EXCHANGE BOARD OF INDIA
(DEPOSITORIES AND PARTICIPANTS) (SECOND AMENDMENT) REGULATIONS, 2025 F. No. SEBI/LAD-NRO/GN/2025/245.—In exercise of the powers conferred by section 30 of the Securities and Exchange Board of India Act, 1992 (15 of 1992) read with section 25 of the Depositories Act, 1996 (22 of 1996), the Board hereby makes the following regulations to further amend the Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018 namely, —

1. These regulations may be called the Securities and Exchange Board of India (Depositories and Participants) (Second Amendment) Regulations, 2025.
2. They shall come into force on the ninetieth day from the date of their publication in the Official Gazette.
3. In the Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018, —
   No. 333] NEW DELHI, WEDNESDAY, APRIL 30, 2025/VAISAKHA 10, 1947 CG-MH-E-30042025-262785

2 THE GAZETTE OF INDIA : EXTRAORDINARY [PART III—SEC.4]
I. in regulation 25,
i. in sub-regulation (1), after the words “prior approval of the Board”, the symbol “.” shall be substituted with the symbol “:”;
ii. after sub-regulation (1), the following proviso shall be inserted, namely, -
“Provided that the non-independent director on the governing board of the depository may be appointed in a recognized stock exchange or a recognized clearing corporation or another depository with the prior approval of the Board, only after a cooling-off period as may be specified by the governing board of such depository.”
iii. in sub-regulation (3),
a. the first proviso shall be substituted with the following provisos, namely, - “Provided that upon the expiry of the term(s) at a depository, a public interest director may be appointed with the prior approval of the Board for a further term of three years in another depository or a recognized stock exchange or a recognized clearing corporation, only after a cooling-off period as may be specified by the governing board of such depository:
Provided further that the cooling-off period will be applicable only in case of appointment as a public interest director in a competing depository:” b. after the provisos, the following explanation shall be inserted, namely, - “Explanation: For the purpose of this sub-regulation, the expression “competing depository” shall be applicable in case of appointment of a public interest director from one depository to another depository.” BABITHA RAYUDU, Executive Director [ADVT.-III/4/Exty./66/2025-26] Footnote:

1. The Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018 were published in the Gazette of India on October 3, 2018 vide No. SEBI/LAD-NRO/GN/2018/402.
2. The Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018 were subsequently amended on, –
   a. 4th June, 2019 by the Securities and Exchange Board of India (Depositories and Participants) (Amendment) Regulations, 2019 vide No. SEBI/LAD-NRO/GN/2019/20. b. 21st February, 2020 by the Securities and Exchange Board of India (Depositories and Participants) (Amendment) Regulations, 2020 vide No. SEBI/LAD-NRO/GN/2020/04. [PART III—Section 4] THE GAZETTE OF INDIA : EXTRAORDINARY 5
   c. 17th April, 2020, by the Securities and Exchange Board of India (Regulatory Sandbox) (Amendment) Regulations, 2020, vide No. SEBI/LAD-NRO/GN/2020/10.
   d. 5th May, 2021, by the Securities and Exchange Board of India (Payment of Fees and Mode of Payment) (Amendment) Regulations 2021, vide No. SEBI/LAD-NRO/GN/2021/23. e. 3rd August, 2021, by the Securities and Exchange Board of India (Regulatory Sandbox) (Amendment) Regulations, 2021, vide No. SEBI/LAD-NRO/GN/2021/30. f. 13th August, 2021 by the Securities and Exchange Board of India (Depositories and Participants) (Amendment) Regulations, 2021 vide No. SEBI/LAD-NRO/GN/2021/43. g. 26th October 2021 by the Securities and Exchange Board of India (Depositories and Participants) (Second Amendment) Regulations, 2021 vide No. SEBI/LAD-NRO/GN/2021/53. h. 23rd February 2022 by the Securities and Exchange Board of India (Depositories and Participants) (Amendment) Regulations, 2022 vide No. SEBI/LAD-NRO/GN/2022/74.
   i. 2nd March 2023 by the Securities and Exchange Board of India (Depositories and Participants) (Amendment) Regulations, 2023 vide No. SEBI/LAD-NRO/GN/2023/125.
   j. 22nd August, 2023 by the Securities and Exchange Board of India (Depositories and Participants) (Second Amendment) Regulations, 2023 vide No. SEBI/LAD-NRO/GN/2023/147. k. 10th May, 2024 by the Securities and Exchange Board of India (Depositories and Participants) (Amendment) Regulations, 2024 vide No. SEBI/LAD-NRO/GN/2024/173.
   l. 26th August, 2024 by the Securities and Exchange Board of India (Depositories and Participants) (Second Amendment) Regulations, 2024 vide No. SEBI/LAD-NRO/GN/2024/200.
   m. 28th November, 2024 by the Securities and Exchange Board of India (Attestation of Documents) (Amendment) Regulations, 2024 vide No. SEBI/LAD-NRO/GN/2024/212. n. 2nd December, 2024 by the Securities and Exchange Board of India (Depositories and Participants) (Third Amendment) Regulations, 2024 vide No. SEBI/LAD-NRO/GN/2024/213. o. 10th February, 2025 by the Securities and Exchange Board of India (Depositories and Participants) (Amendment) Regulations, 2025 vide No. SEBI/LAD-NRO/GN/2025/225. p. 10th February, 2025 by the Securities and Exchange Board of India (Investor Charter) (Amendment) Regulations, 2025 vide No. SEBI/LAD-NRO/GN/2025/228. Uploaded by Dte. of Printing at Government of India Press, Ring Road, Mayapuri, New Delhi-110064 and Published by the Controller of Publications, Delhi-110054.