SEBI/HO/MRD/POD - III/CIR/P/2025/112 — THE SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992

CIRCULAR SEBI/HO/MRD/POD - III/CIR/P/2025/112 August 05, 2025 To All Recognized Stock Exchanges All Recognized Clearing Corporations All Depositories Sir/Madam, Subject: Review, Appeal or Waiver of penalty requests emanating out of actions taken by the Member Committee The Terms of Reference (ToR) of Statutory Committees of Stock Exchanges, Clearing Corporations and Depositories (collectively referred as Market Infrastructure Institutions (MIIs)) have been prescribed under Paragraph 2.2.2 of Chapter 6 of SEBI Master Circular No. SEBI/HO/MRD -PoD2/CIR/P/2024/00181 dated December 30, 2024 for " Stock Exchanges and Clearing Corporations" and under Paragraph 4.66(B) of Section-4 of SEBI Master Circular No . SEBI/HO/MRD/MRD -PoD -1/P/CIR/2024/168 dated December 03, 2024 for "Depositories". One of the ToR of Member Committee (MC) of MIIs on Regulatory Actions states that: "Any review, appeal or waiver of penalty filed shall be placed before MC for its consideration." In order to further streamline the mechanism for handling of requests for review, appeal or waiver of penalty, based on feedback received from MIIs and deliberations in the Secondary Market Advisory Committee of SEBI (SMAC), the provision at Paragraph 2 above stands modified as under: 3.1. Any request for review, appeal or waiver of penalty filed against actions taken by the Internal Committee (IC) of the Member Committee (MC) , or against actions taken by the MII as per pre-approved policy on regulatory action shall be placed before the MC for its consideration. 3.2. Any request for review, appeal or waiver of penalty filed against actions taken by the MC from the date of implementation of this circular shall be handled by a mechanism setup by the Governing Board of the MII with Public Interest Directors and/or