Securities and Exchange Board of India — THE SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992

Ů Ŋ Ŋ Securities and Exchange Board of India CIRCULAR SEBI/HO/MIRSD/MIRSD-PoD/P/CIR/2025/19 February 17, 2025 To, All Investment Advisers Investment Adviser Administration and Supervisory Body (IAASB) Madam / Sir, Sub: Most Important Terms and Conditions (MITC) for Investment Advisers In terms of Regulation 19(1) (d) of the SEBI (Investment Advisers) Regulations, 2013 ('IA Regulations'), an Investment Adviser ('IA') is required to enter into an investment advisory agreement with its client. SEBI, vide Circular no. SEBI/HO/MIRSD/MIRSD-PoD1/P/CIR/2025/003 dated January 08, 2025 has inter alia specified that the investment advisory agreement shall also include the Most Important Terms and Conditions ('MITC') to be disclosed by IA and the same shall be standardized by Industry Standards Forum ('ISF') in consultation with IAASB and SEBI. In view of the above, the MITC for the services of IAs, as standardized by the ISF for Investment Advisers in consultation with IAASB and SEBI is placed at Annexure A . For existing clients, the MITC shall be informed by the IAs to the clients via email or any other suitable mode of communication (which can be preserved) by June 30, 2025. For investment advisory agreements entered by IA with clients after the date of this circular, IAs shall incorporate the MITC into the investment advisory agreement and shall disclose and take consent from clients in the manner specified in the Clause 2 (xi) of the SEBI Circular no. SEBI/HO/MIRSD/ MIRSD-PoD-1/P/CIR/2025/003 dated January 08, 2025. The provisions of this circular shall come into force with immediate effect. This circular is issued in exercise of powers conferred under Section 11(1) of the Securities and Exchange Board of India Act, 1992 read with Regulation 19 (1) (d) of the IA Ů Ŋ Ŋ Securit