SEBI eases securitisation rules, aligns framework with RBI norms
SEBI Grade A ●●● High importance 19 June 2026
SEBI eases securitisation rules, aligns framework with RBI norms

What happened

SEBI has amended rules for listed securitised debt instruments to align with RBI's securitisation framework. Key changes include allowing RBI-regulated banks and NBFCs to undertake single-asset securitisation, removing the earlier 25% single-borrower cap. Reporting responsibilities shift from originators to servicers. SPDE Board of Trustees will limit originator representation to one member. SEBI can now appoint replacement trustees instead of auto-winding securitisation structures. Changes follow public consultation and SEBI's Corporate Bonds and Securitization Advisory Committee recommendations.

Why it matters

Securitisation is the process where a lender (originator) pools loans — home loans, auto loans, microfinance receivables — and transfers them to a Special Purpose Distinct Entity (SPDE), which then issues securities backed by these cash flows to investors. India's listed securitisation market has historically lagged behind its unlisted counterpart due to regulatory friction between SEBI's rules and RBI's framework. This misalignment created compliance duplication for banks and NBFCs operating in both regulatory spaces.

The most significant reform is removing the 25% single-borrower concentration limit for RBI-regulated entities. This opens the door for single-asset securitisation — critical for large infrastructure or project finance deals where the underlying asset is one large loan. Earlier, such structures were simply not viable under listed-market rules.

Shifting disclosure obligations from originators to servicers is operationally logical: servicers already collect repayments and monitor loan performance daily, making them the natural source of investor-facing reports. This reduces redundant reporting and improves data accuracy.

Limiting originator representation on SPDE boards to one trustee strengthens the structural separation that securitisation demands — the SPDE must be independent to ring-fence assets from originator insolvency. The trustee replacement provision prevents securitisation structures from collapsing purely due to administrative regulatory action against a trustee, protecting investor continuity. Together, these reforms aim to deepen India's capital markets by channelling more bank credit into tradeable securities.
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