Debenture trustees get till 27 April 2027 to set up separate business units

Authority SEBIDate 27 Oct 2026Type CircularSubject Capital Markets

TaxByKK · Compliance News · taxbykk.com27 Oct 2026

In short

SEBI has given registered debenture trustees (DTs) another six months, until 27 April 2027, to comply with the rules on moving activities that SEBI does not regulate into separate business units. SEBI had set up an expert working group in June 2026 to review the whole regulatory framework for debenture trusteeship, and DT associations told it the implementation was hard. All other provisions of the 25 November 2025 circular stay as they are.

Authority
SEBI, Department of Debt and Hybrid Securities
Circular
HO/(201)2026-DDHS-POD1/I/24467/2026 dated 27 October 2026
Type
Circular
Due date
27 April 2027 (was 27 October 2026)
Law
SEBI (Debenture Trustees) Regulations, 1993, regulation 9C and regulation 2A; SEBI Act, 1992, section 11(1)
Earlier timelines
Regulation 9C notified 27 October 2025 (six months); circular of 25 November 2025; extension of 28 April 2026 to 27 October 2026

Due date: 27 April 2027 (was 27 October 2026)

What changed

ItemBeforeNow
Compliance with the separate business unit (SBU) terms for activities outside SEBI's purview27 October 202627 April 2027
All other provisions of the SEBI circular of 25 November 2025In forceNo change

Regulation 9C, notified on 27 October 2025, lets a debenture trustee transfer its activities not regulated by SEBI to separate business units. SEBI has now extended the time twice because DTs said they needed more time to set up systems and processes, and because the expert working group is still reviewing the SBU framework.

Who it applies to

  • SEBI-registered debenture trustees
  • Companies and groups that run a debenture trustee alongside other businesses
  • Compliance officers and company secretaries of debenture trustees
  • Stock exchanges

What to do

  1. Keep preparing to move non-SEBI-regulated activities into a separate business unit by 27 April 2027.
  2. Follow the expert working group's review: the SBU rules may change before the deadline.
  3. Keep complying with all other provisions of the circular of 25 November 2025.

Reference

SEBI circular HO/(201)2026-DDHS-POD1/I/24467/2026, 27 October 2026, Extension of timeline for compliance with terms and conditions by Debenture Trustees (DTs) for carrying out activities outside the purview of SEBI; read with SEBI circulars of 25 November 2025 and 28 April 2026.

SEBIDebenture trusteesSeparate business unitDue date extension
Read the official PDF: SEBI circular

Written by TaxByKK from the official notification. Check the official text before you act on it.

Frequently asked questions

What is the new deadline for debenture trustees to set up separate business units?

27 April 2027, six months after the earlier deadline of 27 October 2026.

Why did SEBI extend the deadline again?

An expert working group is reviewing the debenture trustee framework, including the SBU rules, and DT associations reported implementation difficulties.

Does the extension change anything else for debenture trustees?

No. All other provisions of the SEBI circular of 25 November 2025 remain unchanged.