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SEBI mandates listing of all future debt securities once a company lists any non-convertible debentures

Securities and Exchange Board of India1 min readPublished
Illustration: SEBI Bhavan

The Securities and Exchange Board of India has amended Regulation 62A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, closing a gap that let companies list some non-convertible debt securities while keeping others unlisted. Under the amended Regulation 62A(1), once a listed entity has any non-convertible debt securities listed on a recognised stock exchange on or after the amendment's publication, every non-convertible debt security it issues afterwards must also be listed on a stock exchange. The regulation earlier allowed exceptions through sub-regulations (2) and (3), which are now omitted entirely, so no carve-out survives once an entity enters the listed-debt regime. The change, notified by the SEBI (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2026, took effect on the date of its publication in the Official Gazette, 12 October 2026.

Listing debt securities subjects them to continuous disclosure, credit-rating surveillance and the oversight mechanisms LODR imposes on listed issuers, which unlisted debt escapes. By requiring that every subsequent issuance follow the same route, SEBI removes the option some issuers used to raise a portion of their debt outside this disclosure framework after having voluntarily listed an earlier issuance. The amendment applies to all listed entities issuing non-convertible debt securities going forward, and affects investors who rely on LODR disclosures to assess an issuer's total debt exposure.

Quick check
Under the SEBI (LODR) (Third Amendment) Regulations, 2026, what happens once a listed entity has listed any non-convertible debt securities on or after the amendment's publication?
  1. It may choose, issuance by issuance, whether to list further debt securities
  2. All non-convertible debt securities it issues thereafter must also be listed
  3. It is exempted from listing requirements for five years
  4. Only debt securities above a prescribed value must be listed
Show the answer ↓

Answer: B. The amendment substitutes Regulation 62A(1) and omits the earlier exceptions, so every subsequent issuance of non-convertible debt securities must be listed once the entity has listed any.

Source document

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