On 13 October 2026, SEBI released the first part of a long-running review of the LODR Regulations, 2015. The paper covers only Chapter I of the first report of a Working Group chaired by V S Sundaresan, a former SEBI Executive Director. More is coming.
The review in three parts
| Part | Subject | Status |
|---|---|---|
| Chapter I | Monitoring and disclosure of utilisation of issue proceeds | Consultation open until 3 November 2026 |
| Chapter II | Penal provisions and the exchanges' SOP for non-compliance | Submitted by the Working Group, with no consultation paper yet |
| Chapter III | Clarifications on related party transaction provisions | Submitted by the Working Group, with no consultation paper yet |
The group's stated aims are to streamline the regulations, simplify structure and language, and remove ambiguity and redundancy. Its first report went to SEBI's Advisory Committee on Listing Obligations and Disclosures before the paper was issued.
What's on the table now
- Monitoring agencies: mandatory for every issuance regardless of size, excluding the offer-for-sale portion.
- Direct reporting: agencies would file with exchanges, on best available information if the company doesn't cooperate, with a "Statement of non-cooperation".
- Fines and escalation: ₹50,000 per instance of non-cooperation. If unrectified, notices go to promoters, then depositories may be asked to freeze promoters' demat accounts.
- Fee disputes: unpaid fees would not count as non-cooperation.
- Regulatory structure: a new Regulation 32A for monitoring agency reports, with timelines moved from ICDR into LODR.
Your monitoring list
- Comments window. It closes 3 November. Raise practical points, such as the cost of universal monitoring for small issues and the proportionality of a promoter demat freeze.
- Draft amendments. Watch for the text of Regulation 32/32A and the consequential ICDR changes, and any transitional provisions.
- Chapter II consultation. This is the one to watch for any change to how exchanges levy fines and sequence enforcement under the SOP.
- Chapter III consultation. Related party clarifications will matter to every listed company's audit committee.
- Your own readiness. Review current monitoring agency contracts, response times to agency requests, and how your statement of utilisation under Regulation 32 reconciles with agency reports.
Bottom Line
Treat this as a staged reform. The first chapter already sets the tone: more reporting directly to exchanges, and real consequences for silence.
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