Notification / Circular No.: NSDL/CIR/II/19/2026 dated April 07, 2026
Applicable Act / Rule: Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018
Issuers and Registrar & Transfer (R&T) Agents are subject to lock-in requirements for specified securities issued prior to initial public offering under SEBI ICDR Regulations. The Gazette Notification dated March 16, 2026 amended the framework to address cases where lock-in cannot be created in the usual manner. This circular operationalises the amended requirement through depository-level mechanisms.
SEBI has provided under Regulation 17(2)(1) that:
“where lock-in of the specified securities cannot be created, the depositories shall, upon receipt of instructions from the issuer, record such securities as ‘non-transferable’ for the duration of the applicable lock-in period.”
Accordingly, NSDL has introduced system enhancements enabling Issuers and R&T Agents to:
This facility is in addition to the existing corporate action mechanism available for lock-in of securities in the NSDL depository system.
Detailed operating guidelines are provided in Annexure-B of the circular.
Disclaimer: The information contained in this Article is intended solely for personal non-commercial use of the user who accepts full responsibility of its use. The information in the article is general in nature and should not be considered to be legal, tax, accounting, consulting or any other professional advice. We make no representation or warranty of any kind, express or implied regarding the accuracy, adequacy, reliability or completeness of any information on our page/article.