SEBI Tightens SME IPO Rules, Reforms Merchant Banking, and Eases Investment Trust Norms

India’s market regulator, SEBI, has unveiled sweeping changes to strengthen investor protection and streamline market operations. To safeguard investors and maintain the accessibility of SME IPOs for informed participants, SEBI has increased the minimum application amount from ₹1 lakh to ₹2-4 lakh. Promoters face tighter controls on share sales, with a limit of 20% of their holdings per IPO and phased lock-in periods for excess holdings. Furthermore, the proceeds from the IPO allocated for general corporate purposes are limited to either 15% of the total amount raised or ₹10 crore, whichever is lower. SEBI also has introduced stricter qualifications and financial thresholds for merchant bankers. Both categories must maintain liquid net worth equal to 25% of their minimum requirement and meet cumulative revenue targets over three years. Sponsors can now transfer locked-in units within their group, while REITs can invest in unlisted companies providing ancillary services, subject to conditions. SEBI also has broadened the definition of unpublished price-sensitive information (UPSI) and introduced a two-day window for event updates.

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