Master Circular for Credit Rating Agencies

SEBI/HO/DDHS/DDHS-POD2/P/CIR/2025/101 · 2025-07-11 · SEBI Department of Debt and Hybrid Securities

Summary

This introductory part of the Master Circular consolidates existing guidelines for Credit Rating Agencies (CRAs) into a single document. It outlines the scope of applicability to various market participants including CRAs, debenture trustees, and issuers. The text establishes transitional provisions ensuring that actions taken under superseded circulars remain valid under the new framework. This section establishes the mandatory online registration mechanism via the SEBI Intermediary Portal for securities market intermediaries. It mandates that Credit Rating Agencies obtain prior SEBI approval for any change in control and outlines specific documentation requirements for such applications. Furthermore, it details procedures for business transfers between legal entities and prescribes guidelines for the suspension, cancellation, or surrender of CRA certificates of registration. This section mandates that credit ratings become invalid upon the suspension, cancellation, or surrender of a CRA's registration. It requires listed entities to obtain new ratings from valid CRAs and outlines procedures for treating existing ratings as withdrawn. Additionally, it establishes standardized rati

Text

Securities and Exchange Board of India (Credit Rating Agencies) Regulations, 1999 (“CRA Regulations”) prescribes guidelines for registration of Credit Rating Agencies (CRAs), general obligations of CRAs, manner of inspection and investigation and code of conduct applicable on CRAs.

In order to enable the industry and other users to have access to all the applicable circulars/ directions at one place, Master Circular for CRAs has been prepared.

This Master Circular is a compilation of the existing circulars as on date, with consequent changes. The stipulations contained in these circulars have been detailed chapter-wise in this master circular.

anything done or any action taken or purported to have been done or taken under the rescinded circulars, prior to such rescission, shall be deemed to have been done or taken under the corresponding provisions of this Master Circular;

any application made to the Board under the rescinded circulars, prior to such rescission, and pending before it shall be deemed to have been made under the corresponding provisions of this Master Circular;

the previous operation of the rescinded circulars or anything duly done or suffered thereunder, any right, privilege, obligation or liability acquired, accrued or incurred under the rescinded circulars... shall remain unaffected as if the rescinded circulars have never been rescinded.

This circular is issued in exercise of the powers conferred by Section 11 (1) of Securities and Exchange Board of India Act, 1992 read with the provisions of Regulation 20 of Securities and Exchange Board of India (Credit Rating Agencies) Regulations, 1999, to protect the interest of investors in securities and to promote the development of, and to regulate, the securities market.

SEBI has operationalized SEBI Intermediary Portal (https://siportal.sebi.gov.in) for the intermediaries, inter alia for CRAs, to submit all the registration applications online.

All applications for registration/ surrender/other requests will be made through SEBI Intermediary Portal only. The applicants will be separately required to submit relevant documents viz. declarations/ undertakings required as a part of application forms prescribed in relevant regulations, in physical form, only for records without impacting the online processing of applications for registration.

All registered CRAs are required to obtain prior approval of SEBI in case of change in control.

In case a CRA holds multiple registrations with SEBI, it shall make only one application to SEBI addressed to "Chief General Manager, DDHS, SEBI" accompanied by the following information about itself, the acquirer and the directors/ partners of the acquirer:

Details regarding past applications, actions under SCRA/SEBI Act, pending investor complaints, litigation, fee payments, board stability during approval period, and notification to existing investors.

Source: SecMarx — Master Circular for Credit Rating Agencies. Verbatim text is public record; SecMarx structuring (linkage to applying orders) is cited to us.