Author: inavatiq

Case Details: Tarsem K. Ruby vs. OJAS Medical Services (P.) Ltd. - [2026] 182 taxmann.com 569 (NCLT-Chd.)

Judiciary and Counsel Details

• Khetrabasi Biswal, Judicial Member & B, Technical Member
• Karan Gandhi for the Petitioner.
• Mrs Munisha Gandhi, Sr. Adv., Ms Sanya Thakur, Ms Rubina Virmani, Tarun S. Khaira, Ms Manveen Narang, Harit Narang & Surjeet Singh Bhadu, Advs. for the Respondent.

Facts of the Case

In the instant case, the petitioner was a shareholder and director of the respondent company. The petitioner filed a petition under sections 241, 242 and 244, alleging that respondents No. 8 and 9 were involved in systemic financial irregularities and money laundering through Alchemist Group.
The petitioner also alleged that respondents bypassed the mandatory regulatory framework established by the articles of association of respondent No. 1 and section 2(68)(i) of the Companies Act, 2013, for the transfer of shares. The petitioner also challenged the validity of the loan transaction.
It was noted that respondents complied with the principles of pre-emption by offering shares to the petitioner on 25-6-2020, and that, once the petitioner failed to exercise the right of pre-emption through a valid acceptance, respondents were legally entitled to sell those shares to third parties.

Further, the board specifically confirmed the loan actions in its 42nd meeting on 27-4-2021, where the petitioner was present, in the absence of any proven prejudice to the company or evidence of “gross collusion,” the validity of the loan as a bona fide exercise of corporate commercial wisdom was to be upheld.
Moreover, the petitioner failed to establish the essential ingredients for invoking the Tribunal’s jurisdiction in cases of oppression and mismanagement.
The NCLT observed that the petitioner neither during the course of his argument nor in his petition had made specific pleadings or produced any proof of prejudicial conduct in the affairs of the company or of circumstances warranting winding up on just and equitable grounds.

NCLT Held

The NCLT held that the material on record reflected sound financial performance and regularisation of statutory and banking compliances by the respondent company. In view of the foregoing discussion and in the absence of any substantiated allegations, the petition deserved dismissal.

The post Oppression and Mismanagement Plea Dismissed for Lack of Proof | NCLT appeared first on Taxmann Blog.

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Case Details: Commissioner of Income-tax - II Tiruchirapalli vs. Tamil Nadu State Transport Corporation (Kum Div.I) Ltd. - [2026] 182 taxmann.com 556 (Madras)

Judiciary and Counsel Details

• Dr Anita Sumanth and Mrs K. Govindarajan Thilakavadi, JJ.
• V. Mahalingam & Dr S. Sathiya Narayanan, Sr. Standing Counsels for the Appellant.
• A.S.Sriraman, S.Sridhar, J. Balachander & Ms K. Kavitha for the Respondent.

Facts of the Case

The assessee, a State transport corporation, had, pursuant to a Government Order, allotted shares aggregating to about Rs. 74.14 lakhs (at Rs. 10 per share), converting outstanding interest payable to the Government on loans into equity share capital.

The Assessing Officer, on examining the notes to accounts, held that such conversion was not acceptable and treated the amount of about Rs. 74.14 lakhs as deemed profits taxable under section 41(1)(a). On appeals, the Commissioner (Appeals) and Tribunal deleted the addition.

The matter reached the Madras High Court

High Court Held

The Court held that converting liability received from the Government and the interest payable on such loan into equity share capital by allocating shares is an acceptable method of treating the principal and outstanding interest. Therefore, the amount of equity gain in such circumstances is not liable to be taxed as deemed profits.

Accordingly, the addition made by the Assessing Officer was not sustainable and the issue was decided in favour of the assessee.

List of Cases Reviewed

• CIT v. Metropolitan Transport Corporation (Chennai) Ltd. [2020] 121 taxmann.com 372/421 ITR 307 (Madras) (para 7) followed.
• CIT v. Vijaya Retreaders [2001] 119 Taxman 395/[2002] 253 ITR 53 (para 38) distinguished
• Brooke Bond India Ltd. v. CIT [1997] 225 ITR 798/91 Taxman 26 (SC) (para 43) followed

List of Cases Referred to

• CIT v. Metropolitan Transport Corporation (Chennai) Ltd. [2020] 121 taxmann.com 372/421 ITR 307 (Madras) (para 7)
• CIT v. Jayanand Khira & Co. (P.) Ltd. [1987] 32 Taxman 434/[1988] 170 ITR 31 (Bombay) (para 33)
• CIT v. Vijaya Retreaders [2001] 119 Taxman 395/[2002] 253 ITR 53 (Kerala) (para 38)
• CIT v. J.H. Gotla [1985] 23 Taxman 14 j/156 ITR 323 (SC) (para 40)
• Brooke Bond India Ltd. v. CIT [1997] 225 ITR 798/91 Taxman 26 (SC) (para 43).

The post Govt. Loan Interest Converted into Equity Not Taxable u/s 41(1) | HC appeared first on Taxmann Blog.

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Post Graduate Insolvency Programme (PGIP), offered by the Indian Institute of Corporate Affairs (IICA), is India’s flagship programme for developing next-generation insolvency professionals. Recognised by the Insolvency and Bankruptcy Board of India (IBBI), the two-year, full-time programme provides a fast-track pathway to registration as an Insolvency Professional by waiving the conventional ten-year experience requirement. Admissions for the 8th Batch are open from 15 January 2026 to 29 April 2026.

Table of Contents

1. Introduction
2. Programme Highlights
3. Important Dates
4. Eligibility & Selection
5. How to Apply

1. Introduction

The Indian Institute of Corporate Affairs (IICA), an autonomous institution under the Ministry of Corporate Affairs, Government of India, has announced admissions for the 8^th Batch of its Post Graduate Insolvency Programme (PGIP). Recognised by the Insolvency and Bankruptcy Board of India (IBBI), PGIP is India’s flagship programme designed to develop next-generation insolvency professionals.

Admissions opened on 15^th January 2026 and will remain open until 29^th April 2026.

Post Graduate Insolvency Programme (PGIP) is a two-year, full-time, regular programme that offers a fast-track pathway to registration as an Insolvency Professional, waiving the conventional ten-year experience requirement under the Insolvency and Bankruptcy Code. The programme is aligned with international standards and combines rigorous classroom instruction with extensive internships, moot courts, and mock Committee of Creditors (CoC) simulations.

2. Programme Highlights

• Recognised by the Insolvency and Bankruptcy Board of India (IBBI)
• Conducted at the IICA campus, IMT Manesar, Gurugram
• Two-year integrated structure with classroom learning and internships
• Strong focus on applied professional exposure and practical training
• Certification add-ons in Mediation, Valuation, and Forensic disciplines
• Proven placement outcomes and a strong alumni network

3. Important Dates

• Registration Opens – 15^th January 2026
• Registration Closes – 29^th April 2026
• GIPCET Examination – 16^th May 2026
• Commencement of Classes – 1^st July 2026

4. Eligibility & Selection

The programme is open to Chartered Accountants, Company Secretaries, Cost Accountants, Advocates, B.E./B.Tech graduates, and Post Graduates in Economics, Finance, Commerce, Management, or Insolvency with a minimum of 50% aggregate marks.

Selection will be through a written examination, followed by a group discussion and interview.

5. How to Apply

Applications can be submitted online only through the official IICA website:
https://iica.nic.in/pgip

For further details, candidates may write to pgip@iica.in.

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Notification no. G.S.R 67(E); Dated: 28.01.2026

Section 136 of the Occupational Safety, Health and Working Conditions Code, 2020, (OSH&WC Code) empowers the Central Government to make regulations in relation to mines and dock work, and, accordingly, the Central Government has notified the draft Occupational Safety, Health and Working Conditions (Coal Mines) Regulations, 2026, prescribed under the OSH&WC Code. The regulations apply to all coal mines and extend across India. Objections and Suggestions can be submitted within 45 days from the date of publication in the Official Gazette. The key highlights of the draft Regulations are as follows:

• Constitution of the Board of Mining Examination – The draft regulations provide for the constitution of a Board of Mining Examination, consisting of the Chief Inspector-cum-Facilitator as the Chairperson and five members possessing a degree in mining engineering. Each member must hold office for a period of 3 years from the date of appointment or until his successor is appointed, whichever is later.
• Qualifications of Chief Inspector-cum-Facilitator or Inspectors-cum-Facilitators – As per the draft regulations, no person must be appointed as the Chief Inspector cum facilitator or Inspector-cum-Facilitator unless such person holds a degree in mining engineering from an educational institution approved by the Central Government.
• Duties and Responsibilities of Mine-Related Personnel – The draft regulations prescribe the duties and responsibilities of the owners, contractors, manufacturers, managers, assistant managers, ventilation officers, mining and mechanical supervisors, competent persons, and workmen engaged in mine operations.
• Safety Management Plan – Under the draft regulations, the owner, agent and manager of every mine must:

1. 1. identify hazards to the health and safety of the persons employed at the mine to which they may be exposed while at work,
   2. assess the risks to health and safety to which employees may be exposed while they are at work,
   3. follow an appropriate process for identification of the hazards and assessment of risks
   4. record the list of hazards identified and risks assessed, and
   5. make those records available for inspection by the employees.

• General and Surface Precautions Against Fire – The draft regulations provide for comprehensive fire prevention and fire control measures, including:

1. 1. Prohibition on storage of oil, grease, canvas or other inflammable material except in a fire-proof receptacle.
   2. Regular removal and safe disposal of greasy or oily waste from underground workings.
   3. Provision of adequate arrangements for early detection, control and extinguishment of any fire.
   4. Adoption of preventive measures suited to the nature of mining operations.
   5. Safe disposal of greasy and oily wastes in opencast workings and workshops.
   6. Use of fireproof material for surface structures within 10 meters from all entrances to a mine.
   7. Prohibition on depositing any heated material or ashes on any outcrop of coal seams or in any opencast workings.

• Maintenance of Reports, Records and Registers – As per the draft regulations, all reports, records and registers required to be maintained must be kept in interleaved bound paged registers and signed by the concerned competent persons or officials and countersigned by the manager.
• Payment of Fees – The draft regulations provide that any fees payable must be paid through an electronic mode or any other means as specified from time to time by the Chief Inspector-cum-Facilitator.
• Survey Instruments, Equipment and Materials – Under the draft regulations, the owner or agent must provide an adequate number of accurate and reliable survey instruments, equipment and materials for conducting survey and levelling work and for preparing the plans and sections required under these regulations.
• Maintenance and Repairs of Safety Lamps – The draft regulations specify that the number of safety lamps at every mine must be adequate to permit thorough cleaning and checking before they are issued. Every safety lamp must be properly assembled and maintained in order and if any such lamp is found to be defective or damaged, it must not be used or issued for use until the defect or damage has been remedied. Furthermore, damaged or defective gauges, glasses, or other parts of a safety lamp must not be kept or stored in the safety lamp room.
• List of Plans, Sections and Instruments and Their Storage – As per the draft regulations, all plans and sections, including tracings or copies kept at the mine, must be serially numbered. Suitable arrangements must be made for the proper storage and maintenance of every plan and section, and of all instruments and materials, to ensure flat storage of every plan and section maintained in physical form or secured in digital form.
• Place of Accident Not to be Disturbed – The draft regulations provide that whenever an accident occurs in or about a mine resulting in loss of life or serious bodily injury to any person, the place of accident must not be disturbed or altered before the arrival of or without the consent of the Chief Inspector-cum-Facilitator or the Inspector-cum-Facilitator to whom the notice of the accident has been given.
  Further, the place of accident must not be disturbed or altered except where such alteration is necessary to prevent any further accident, to remove the bodies of the deceased, or to rescue any person from danger, or where discontinuance of work at the place of accident would seriously impede the working of the mine.
• Examination by Assistant Mining Supervisors – Under the draft regulations, every place in a mine, whether belowground or in opencast workings, including travelling roadways and landings, where work is carried on or where persons are stationed or required to pass must be placed under the charge of an assistant mining supervisor or other competent person.
• Emergency Response and Evacuation Plan – The draft regulations require the owner, agent and manager of every mine to establish a comprehensive programme to respond to any injury, illness or emergency that may occur at each mine, including foreseeable industrial and natural disasters. Such programmes must provide for immediate first-aid treatment, medical treatment, transportation and evacuation of injured persons, procedures for responding to emergencies arising at the mine and arrangements for the rescue of persons trapped in coal mines.
• Appeal to the Chief Inspector-cum-Facilitator – As per the draft regulations, an appeal against an order made by the Regional Inspector-cum-Facilitator may be preferred before the Chief Inspector-cum-Facilitator, who may confirm, modify or cancel the order. The appeal must be made within 15 days of receipt of the order by the aggrieved person.
• Appeal to the Central Government – The draft regulations provide that an appeal against any order made by the Chief Inspector-cum-Facilitator must be made within 20 days of the receipt of the order by the aggrieved person to the Central Government.

Click Here To Read The Full Notification

The post Govt. Notifies the Draft Occupational Safety, Health and Working Conditions (Coal Mines) Regulations, 2026 appeared first on Taxmann Blog.

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Case Details: Commissioner of Delhi Goods and Service Tax DGST Delhi vs. Global Opportunities (P.) Ltd. - [2026] 182 taxmann.com 881 (SC)

Judiciary and Counsel Details

• Dipankar Datta & Satish Chandra Sharma, JJ.
• Tarun Gulati, Sr. Adv., Sparsh Bhargava, Ms Vanshika Taneja, Aryan Singh, Aakrit Bhargav, Advs., Ms Ishita Farsaiya and Bhakti Vardhan Singh, AORs for the Respondent, for the Petitioner.

Facts of the Case

The assessee, an educational consultancy, provided counselling services to Indian students for admission to foreign educational institutions and earned commissions. The assessee filed refund claims for tax paid on the claimed export of services, which the jurisdictional officer under GST rejected on the grounds that the services were intermediary in nature and that the category was incorrect. The Appellate Authority allowed the refunds, and the Department of Revenue challenged the decision, contending the assessee acted as an agent. The High Court held that it supplied services on its own account, invoices were raised on foreign institutions and payment received from abroad, so the services qualified as export and refund with statutory interest was payable. The matter was accordingly placed before the Supreme Court.

Supreme Court Held

The Hon’ble Supreme Court held that it was not inclined to interfere with the High Court’s order. The Court observed that the High Court had correctly interpreted the place of supply and export provisions under Section 13 read with Sections 2(6), 2(13) and 16 of the IGST Act, and refund provisions under Section 54 read with Section 56 of the CGST Act. The Supreme Court noted that the assessee did not arrange or facilitate a third party supply and therefore did not qualify as an intermediary, and that invoices raised on and consideration received from foreign institutions established the recipient outside India. The Court directed that the refund amount be paid within an extended period of two months and dismissed the special leave petition filed against the impugned order.

List of Cases Reviewed

• Commissioner of Delhi Goods and Service Tax DGST Delhi v. Global Opportunities (P.) Ltd. [2025] 179 taxmann.com 305 (Delhi) (Para 1) – SLP dismissed

The post Counselling Services to Foreign Institutions Treated as Export | SLP Dismissed appeared first on Taxmann Blog.

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SEBI KYC Reforms proposed in January 2026 seek to simplify client onboarding and rationalise the KYC framework for KYC Registration Agencies (KRAs). Through its consultation paper dated January 16, 2026, SEBI has outlined measures to reduce repetitive compliance, strengthen data governance, and improve operational efficiency across the securities market, while continuing to safeguard investor protection. This article analyses the key proposals and their implications for intermediaries and market participants.

Table of Contents

1. Introduction
2. Background and Rationale
3. SEBI’s Key Proposals
4. Overview of Key Proposals
5. Conclusion

1. Introduction

On January 16, 2026, SEBI released a Consultation Paper proposing measures to simplify client onboarding and rationalise the risk management framework for KYC Registration Agencies (KRAs). This initiative aims to reduce repetitive compliance requirements, improve data governance, and enhance operational efficiency in India’s securities market, without compromising security or investor protection.

The key proposals include centralising supplementary information at KRAs, enabling seamless sharing of client information among intermediaries, relaxing verification requirements for current address, delinking KYC records held by intermediaries, easing overseas address proof requirements for OCI cardholders residing in India, and simplifying documentation for name change.  Together, these measures seek to create a more streamlined, secure and client-friendly onboarding ecosystem for both clients and intermediaries.

2. Background and Rationale

On October 12, 2023, SEBI issued a Master Circular regarding the ‘Know Your Client’ norms to be followed by intermediaries in the securities market. These KYC norms are aligned with the provisions of the Prevention of Money Laundering (Maintenance of Records) Rules, 2005 and the KRA Regulations.

Based on market feedback, SEBI felt the need to review the client onboarding process and strengthen the risk management framework at KRAs, with a focus on customer identification and due diligence. Accordingly, a Working Group was constituted comprising industry participants and Market Infrastructure Institutions to address the relevant issues and make recommendations for the effective utilisation of infrastructure and records.

3. SEBI’s Key Proposals

Based on the recommendations of the Working Group, certain modifications are proposed to the KYC Master Circular. The proposals are as follows

3.1 Re-KYC and Sharing of KYC Information Among Intermediaries

As per Regulation 16(b) of the KRA Regulations, it is the responsibility of an intermediary to upload updated information on the system of KRA, upon receipt of information about a change in KYC details and the status of the clients.

Further, Regulation 15(f) of the KRA Regulations, inter alia, requires KRAs to disseminate updates, if any, in the information about a client, to all intermediaries that avail of the services of the KRA in respect of that client.

However, there is a need to specify a defined time limit, within which all KYC records must be reviewed. This is especially relevant for KYC records of minors upon attaining majority, or for KYC records whose Officially Valid Documents (OVDs) validity date has expired.

To address the issue of outdated KYC records, SEBI has proposed that all KYC records maintained by KRAs must be reviewed once every 5 years from the date of account creation or last update.

Further, KRAs will be required to send prior intimation to intermediaries that have fetched the KYC record from their system if:

1. The KYC information has not been updated in the last 5 years.
2. The validity of the OVD in the KYC record has expired, or
3. The KYC pertains to a minor who has attained 18 years of age.

Further, once a client updates KYC details with any one intermediary, the updated information will be shared across all other intermediaries linked to that client through the KRA system.

3.1.1 Meaning of Know Your Client (KYC) and KYC Registration Agencies (KRAs)

Know Your Client (KYC) means the procedure specified by the Board of identifying and verifying the Proof of Address, Proof of Identity and compliance with rules, regulations, guidelines, and circulars issued by the Board or any other authority for Prevention of Money Laundering from time to time.

KYC Registration Agencies (KRAs) is a company formed and registered under the Companies Act, 2013 and which has been granted a certificate of registration under the SEBI [KYC (Know Your Client) Registration Agency] Regulations, 2011 and which shall be deemed to be an ‘intermediary’ in terms of the provisions of the SEBI Act, 1992.

Comments

SEBI’s proposal seeks to ensure that KYC records remain current and reliable by introducing a clear review timeline and automated alerts. Once a client updates KYC with any one intermediary, the information will flow to all other linked intermediaries through the KRA, avoiding the need for clients to make multiple KYC updates with different intermediaries. This will help intermediaries stay compliant in a more structured manner while making the KYC process simpler and more convenient for clients.

3.2 Option for Providing an Alternate Email Id and Mobile Number

The extant Central Know Your Customer Records (CKYCR) template allows the client to provide one telephone number each for residence, office and mobile and one email ID. The intermediary verifies the client’s KYC details.

Paragraph 97 of the KYC Master Circular provides that the KRA must verify the client’s mobile number and email ID. KRAs usually record the status of a validated mobile number based on Aadhaar linkage, OTP-based validation, or delivery-based validation.

To provide clients with flexibility and capture alternative details, an option to record alternate mobile numbers and email addresses may be added to the Account Opening Form (AOF).

Accordingly, SEBI has proposed allowing clients to provide alternate mobile numbers and email IDs in Part II of the AOF, in addition to primary contact details. Further, where the client’s mobile number is available in the KRA system, is linked to Aadhaar, and has been verified, intermediaries accessing such information will not be required to verify the mobile number again independently.

Comments

SEBI’s proposal aims to improve communication reliability by allowing clients to provide alternate contact details in the KYC framework. It will enhance reachability for intermediaries, give clients greater flexibility, and reduce the risk of failed communications or service disruptions.

3.3 Delinking of KYC Records in KRAs by Intermediaries

Once the account-based relationship between an intermediary and a client for a SEBI-regulated activity ceases, the intermediary should promptly update the KRA records as ‘account closed’.

While intermediaries are required to update changes in a client’s KYC information in the KRA system, there are no explicit provisions requiring them to update the KRA when the client closes the account. This creates a systemic concern, especially since the KRA may continue to disseminate updated client information to such intermediaries.

To mitigate the risk of sharing information with intermediaries who no longer have a relationship with the client, SEBI has proposed a process to delink KYC records from intermediaries in the KRA system.

Further, intermediaries will be required to inform the KRA within 3 working days from the date of account closure, and the KRA must update its records or delink the relevant KYC record within 2 working days of receipt of such information.

Comments

This move is expected to strengthen data governance and confidentiality in the securities market by ensuring that client information is accessible only to active and authorised intermediaries. It also reduces the risk of misuse or unauthorised access to sensitive KYC data and enhances overall investor protection. Further, it brings greater operational clarity and accountability for intermediaries in managing client records.

3.4 Relaxation in the Requirement of Overseas Address Proof for OCI Card Holders Residing in India

As per paragraph 20 of the KYC Master Circular, NRIs and foreign nationals are required to submit a copy of their passport/OCI/Persons of Indian Origin (PIO) card, along with proof of overseas address at the time of account opening.

The Overseas Citizen of India (OCI) card provides a lifelong, multiple-entry visa permitting indefinite stay and travel in India. Accordingly, an OCI cardholder may reside in India for a longer period. However, even if an OCI cardholder residing in India has proof of residence in India, he/she must still provide proof of residence for an overseas address.

To simplify the onboarding process for OCI cardholder clients, SEBI has proposed relaxing KYC requirements for OCI cardholders residing in India. The requirement to submit proof of overseas address may be made optional. Such clients will not be required to submit overseas address proof if they can provide proof of residence in India for more than 182 days.

Comments

SEBI’s proposal aims to address practical difficulties faced by OCI clients settled in India who may not maintain an active overseas address. It is expected to reduce documentation hurdles and onboarding delays for intermediaries, while ensuring that effective KYC is maintained through Indian residence proof.

3.5 Relaxation in the Requirement of Submission of Documents for Name Change

At present, clients are required to submit multiple documents as proof of name change, which may be onerous and time-consuming.

As per paragraph 19 of the KYC Master Circular, a client is mandatorily required to submit a copy of a gazette notification or a marriage certificate issued by the State Government indicating a change of name.

Even where the client has updated their name in the PAN and Aadhaar databases, under the extant regulatory framework, the client is still required to submit additional documents as proof of name change while updating the KYC record with the intermediary.

To ease clients’ KYC record updates with intermediaries, they should not be required to submit additional documents as proof of a name change if the change has already been recorded in the PAN and Aadhaar databases.

Accordingly, clients who have already updated their names in PAN and Aadhaar databases will not be required to submit separate gazette notifications or marriage certificates for KYC updates.

Comments

SEBI’s proposal aims to eliminate duplication in documentation by allowing intermediaries to rely on PAN and Aadhaar for verifying name changes. This will reduce verification workload and compliance friction for intermediaries, while also making KYC updates simpler and less burdensome for clients.

3.6 Relaxation in the Source Verification of Current Address

Presently, all attributes of a KYC record must be verified by a KRA from official sources for the KYC record to be tagged as “validated”.

In the account-opening form, a client must provide proof of address and current address. As per paragraph 96 of the KYC Master Circular, a KRA is required to verify the name, address and Permanent Account Number (PAN) of a client within 2 days of receipt of the KYC record.

Since the account opening form gives an option to a client to provide two addresses, viz., proof of address and current address, verification of both addresses with official sources may not always be feasible for a KRA due to the non-availability of a technical solution for source validation of addresses.

To ease the process of account opening for the client, intermediary and the KRA, SEBI has proposed that source verification of a client’s current address will not be a precondition for tagging a KYC record as ‘validated’, if the proof of address of such a client is already source verified.

Comments

SEBI’s proposal aims to bring operational clarity by removing the need for dual address source verification where one address is already validated. This is expected to streamline KYC processing, reduce delays for intermediaries, and ensure a smoother, faster onboarding experience for clients.

3.7 Centralisation of Supplementary Information at KRAs

KYC comprises the Client Identification Process (CIP)[1], captured in Part I of the Account Opening Form (AOF), covering identity and address, and Customer Due Diligence (CDD), captured in Part II, which includes supplementary details such as income range, place and country of birth, occupation, and education. This structure is consistent across intermediaries for client onboarding.

Under the extant regulatory framework, paragraphs 5 and 6 of the KYC Master Circular prescribe Part I of the AOF as CIP. Further, paragraph 96 mandates KRAs to verify and validate the information uploaded by intermediaries. In contrast, paragraph 101 enables intermediaries to fetch such validated records from the KRA, thereby facilitating the reuse of verified client information and reducing duplication at the CIP level.

However, the supplementary information captured as part of CDD is presently neither standardised nor centralised at the KRA level. As a result, clients continue to provide the same information to every intermediary they approach.  It is also observed that source validation of all such supplementary information by intermediaries or KRAs may not always be feasible.

In view of the above, and to ease the account opening process while better utilising the existing KRA infrastructure, SEBI has proposed that certain supplementary information submitted by clients in Part II of the AOF, which is common across intermediaries, be stored at the KRA level and made shareable.

Accordingly, the following information, currently collected in Part II of the AOF, must also be submitted by intermediaries to the KRA:

• Income range
• Net worth and date of net worth
• Place and country of birth
• Politically Exposed Persons (PEP) status
• Occupation

SEBI has proposed standardising income brackets into uniform slabs ranging from 0-5 lakh, Rs 5-10 lakh, Rs 10-50 lakh, Rs 50 lakh-1 crore, Rs 1-2 crore, and above Rs 2 crore to bring consistency in risk profiling.

Further, intermediaries will be required to collect additional client details in Part II of the Account Opening Form (AOF), in addition to business-specific information. These include the Central KYC (CKYC) number, if available, DigiPIN (a geo-coded digital address introduced by the postal department), and the expiry date of officially valid documents (OVDs), such as a passport, driving license, or email ID.

3.7.1 Meaning of Client Due Diligence (CDD)

Client Due Diligence (CDD) shall have the same meaning as assigned to it under Rule 2 (1) (b) of the Prevention of Money Laundering (Maintenance of Records) Rules, 2005. i.e., due diligence carried out on a person who is engaged in a financial transaction or activity with a reporting entity and includes a person on whose behalf the person who engaged in the transaction or activity is acting.

Comments

SEBI’s proposal aims to streamline the KYC framework by centralising key supplementary client information at the KRA level and standardising income slabs across intermediaries. This will reduce repetitive client disclosures, ensure uniformity in data capture and risk profiling, and enhance operational efficiency for intermediaries.

Further, SEBI’s proposal also seeks to strengthen the quality and usability of KYC records by requiring the capture of additional standardised client identifiers, such as the CKYC number, DigiPIN, and OVD expiry dates.

4. Overview of Key Proposals

S. No.	Key Proposals	Existing Norms	Proposed Changes	Remarks
1	Re-KYC and sharing of KYC information/update  among intermediaries	There is no defined time limit for reviewing all KYC records.	Mandatory review of all KYC records once every 5 years from the date of account creation/last update.	Prevents outdated KYC and reduces repetitive updates by introducing a time-bound review mechanism and enabling seamless sharing of updated information across intermediaries
2.	Option for providing alternate contact details	Only one mobile number and one email ID are permitted in the CKYCR template.	Option to provide alternate mobile number and email ID in the AOF in addition to primary contact details	Enhances communication reliability by allowing intermediaries to reach clients even when primary contact details are unavailable or inactive
3.	Delinking of KYC records by intermediaries	No specific provision as of now	Mandatory delinking of KYC records within prescribed timelines after account closure	Prevents the sharing of client information with intermediaries that no longer have a relationship with the client, thereby strengthening data privacy and governance
4.	Relaxation in the requirement of overseas address proof for OCI cardholders residing in India	Overseas address proof is mandatory even when the OCI resides in India	Overseas address proof is optional if OCI resides in India for more than 182 days	Addresses practical difficulties faced by OCI clients settled in India and reduces avoidable documentation and onboarding delays
5.	Relaxation in the requirement of submission of documents for name change	A Gazette notification or marriage certificate issued by the State Government is mandatorily required for a change of name	The requirement of submitting a marriage certificate or gazette notification made optional if the client has undertaken a name change in PAN and Aadhaar	Eliminates duplication in documentation and enables intermediaries to rely on government-verified databases for name change verification
6.	Relaxation in the source verification of the current address	Both proof of address and current address require source verification	Source verification of the current address is not mandatory if proof of address is already verified	Brings operational clarity and reduces delays in KYC validation, where one address has already been reliably verified
7.	Centralisation of supplementary information at KRAs	The supplementary information is not standardised at the KRA level; therefore, the client continues to provide the same information to every intermediary.	Some of the supplementary information, which is common across intermediaries, must be stored at the KRA level and must be shareable.	Reduces repetitive data collection from clients, improves uniformity in risk profiling and enables better use of existing KRA infrastructure

5. Conclusion

SEBI’s proposals reflect a decisive move towards a more streamlined, technology-driven and client-centric KYC framework. By reducing duplication, strengthening data governance, centralising key information at KRAs and limiting unnecessary sharing of client data with intermediaries, the proposed changes aim to balance regulatory strictness with ease of doing business.

If implemented, these measures are expected to enhance investor protection, improve operational efficiency for intermediaries, and significantly simplify the client onboarding and KYC maintenance process across the securities market. Comments on these proposals may be submitted by February 6, 2026.

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[1] Client Identification Process (CIP) is a part of client due diligence for the purpose of verification of identity of the person.

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Meenakshi Subramaniam – [2026] 183 taxmann.com 11 (Article)

Alas, the Sovereign Gold Bond is no longer sovereign! To the shock and dismay of gold lovers, the Budget 2026 has ordained that only those who have subscribed to Sovereign Gold Bonds (SGBs) through RBI can get tax exemption. Such individuals should have held the bonds continuously from the date of issue until their redemption at maturity. All the rest have to pay capital gains tax, from April 1, 2026 onwards.

Previously, any capital gains realised upon the redemption of SGBs at maturity were tax-free for all investors, regardless of whether the bonds were purchased during the initial offering or from the secondary market. The Finance Bill 2026 amends this provision to introduce stricter conditions. To qualify for the capital gains tax exemption, an investor must now meet all of the following criteria:

• he must be an individual person
• he must have got the bonds from RBI, not stock exchange
• he must never ever sell them

1. Tax Tangle

Section 70(1)(x) of Income Tax Act will be amended to bring about this drastic change. This section provides a capital gains tax exemption on the redemption of Sovereign Gold Bonds (SGBs). Now ,this exemption will specifically apply to subscribers who bought the bonds at the original issue and held them until maturity.

The step means that SGB transactions will be regarded as transfers for purposes of capital gains tax. Which Section 70 (1) (x) never wanted, in the first place!

2. Memorandum Statement

The Budget Memorandum announces, in a matter-of-fact manner:

Exemption for Sovereign Gold Bond

‘The provisions of section 70(1)(x) of the Act provide an exemption from capital gains tax in respect of income arising from redemption of Sovereign Gold Bonds issued by the Reserve Bank of India under the Sovereign Gold Bond Scheme, 2015. Sovereign Gold Bonds have been issued by the Reserve Bank of India on a recurring basis through multiple series notified from time to time, each constituting a separate issuance.

In order to ensure uniform application of the exemption across all such issuances and to align the provision with its intended scope, it is proposed to amend section 70(1)(x) to provide that the exemption shall be available only where the Sovereign Gold Bond is subscribed to by a subscriber at the time of original issue and is held continuously until redemption on maturity, for all Sovereign Gold Bonds issued by the Reserve Bank of India from time to time.

These amendments take effect from April 1, 2026 and shall apply un relation to the tax year 2026-27 and subsequent tax years.’

[Clause35]

3. Strict Rule

The ‘tax-free’ Sovereign Gold Bonds are now restricted to primary investors only. If you have been buying SGBs from the stock exchange (secondary market) to rake in tax-free maturity, the scene has changed. Under the previous regime, anyone holding an SGB until maturity enjoyed a tax-free exit on capital gains, regardless of where they bought it. The Budget, 2026 changes this drastically.

In all these conditions, tax exemption will be lost – if an investor buys an SGB from the secondary market, or sells an originally allotted bond and later re-buys it, the exemption will be lost. Only original allottees who hold the bond without break, till maturity will continue to enjoy tax-free capital gains. This rule applies across all RBI bond series, leaving no leeway for ambiguity.

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1. Facts

Enova-tech Limited, hereinafter referred to as “the company”, is engaged in the business of software services. The company entered into a three-year licensing arrangement on 1st April 2020 with Fomato Limited, granting Fomato the right to use the company’s patented manufacturing technology.

Under the agreement, consideration was entirely in the form of a usage-based royalty of ₹50 per unit produced using the patent, payable on a quarterly basis. In the first year of the contract, Fomatoproduced 1,00,000 units and paid the full royalty of ₹50,00,000 on time.

In the second year of the arrangement, although Fomato continued to use the patent and produced approximately 1,00,000 units, its financial position began to deteriorate. While the royalty for the year amounted to ₹50,00,000, Fomatopaid ₹12,50,000 in the first quarter but made only nominal payments totalling₹7,50,000 across the remaining three quarters. The company observed delays, partial settlements, and weakening liquidity indicators, signalling a decline in Fomato’s creditworthiness, even though operations and usage of the patent continued throughout the year.

During the third year of the contract, Fomato continued to use the patented technology and produced around 80,000 units, resulting in contractual royalties of ₹40,00,000. However, during this period,Fomato lost a major customer and completely lost access to external credit, leading to severe financial stress. Based on these facts, the company concluded that it was no longer probable that it would be able to collect any further royalty payments for the ongoing usage of the patent. Accordingly, despite continued use of the licensed intellectual property, the company determined that recognition of royalty income for the third year was not appropriate due to significant uncertainty regarding collectability.

In the year following the end of the licensing term, Fomato won a major new customer, and its financial position improved significantly, restoring its overall credit strength.

Based on the above facts, how should Enova-tech Limitedrecognise usage-based royalty revenue in each year of the licensing arrangement under Ind AS 115, considering the changes in the customer’s creditworthiness and collectability from Year 1 to Year 4?

2. Relevant Provisions

Ind AS 115 – Revenue from Contracts with Customers

Para 9 of Ind AS 115

An entity shall account for a contract with a customer that is within the scope of this Standard only when all of the following criteria are met:

……………

(e) it is probable that the entity will collect the considerationto which it will be entitled in exchange for the goods or services that will be transferred to the customer. In evaluating whether collectability of an amount of consideration is probable, an entity shall consider only the customer’s ability and intention to pay that amount of consideration when it is due. The amount of consideration to which the entity will be entitled may be less than the price stated in the contract if the consideration is variable because the entity may offer the customer a price concession.

Para 31 of Ind AS 115

An entity shall recognise revenue when (or as) the entity satisfies a performance obligation by transferring a promised good or service (ie an asset) to a customer. An asset is transferred when (or as) the customer obtains control of that asset.

Para B63 of Ind AS 115

Notwithstanding the requirements in paragraphs 56–59, an entity shall recognise revenue for a sales-based or usage-based royalty promised in exchange for a licence of intellectual property only when (or as) the later of the following events occurs:

a) the subsequent sale or usage occurs

b) the performance obligation to which some or all of the salesbased or usage-based royalty has been allocated has been satisfied (or partially satisfied).

Ind AS 109 – Financial Instruments

Para 5 of Ind AS 109

An entity shall recognise in profit or loss, as an impairment gain or loss, the amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognised.

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Circular no. HO/38/13/11(2)2026-MIRSD-POD/ I/3750/2026; Dated: 30.01.2026

The Securities and Exchange Board of India (SEBI) has decided to open a special window for transfer and dematerialisation of physical securities that were sold or purchased prior to April 01, 2019. This measure aims to address long-pending investor grievances arising from earlier procedural rejections.

1. Scope of the Special Window

The special window will be available for transfer requests that were submitted earlier but were rejected, returned, or not attended to due to deficiencies in documentation or process requirements. The initiative provides investors with a fresh opportunity to regularise such transfers and complete dematerialisation.

2. Duration of the Window

The special window will remain open for a period of one year, commencing from February 05, 2026, and ending on February 04, 2027. Requests must be submitted and processed within this timeframe to be eligible for consideration.

3. Exclusion of Disputed Cases

Cases involving disputes between the transferor and the transferee will not be covered under this special window. Such matters are required to be resolved separately by the concerned parties through appropriate legal forums, including the Court or the National Company Law Tribunal (NCLT).

4. Securities Transferred to IEPF Not Eligible

SEBI has also clarified that securities already transferred to the Investor Education and Protection Fund (IEPF) will not be considered for processing under this special window. Such cases will continue to be governed by the applicable IEPF framework.

5. Regulatory Objective

The special window reflects SEBI’s intent to facilitate investor protection and ease of compliance, while drawing clear boundaries to exclude disputed matters and cases already governed by statutory transfer mechanisms.

6. Key Takeaway for Investors

Eligible investors should review previously rejected or pending transfer requests relating to physical securities acquired before April 01, 2019, and take timely action within the specified one-year window to complete transfer and dematerialisation.

Click Here To Read The Full Circular

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Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026, Dated: 30.01.2026

The Securities and Exchange Board of India (SEBI) has notified a Master Circular consolidating all operative circulars issued under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as updated up to December 30, 2025. The Master Circular serves as a single reference point for disclosure and compliance requirements applicable to listed entities and market infrastructure institutions.

1. Consolidation of Disclosure and Compliance Framework

The Master Circular brings together various circulars governing periodic, event-based, and annual disclosures, thereby streamlining the compliance framework under the LODR Regulations. By consolidating existing instructions, SEBI aims to improve regulatory clarity and ease of reference for stakeholders.

2. Coverage of Financial Reporting and Governance Requirements

The circular comprehensively covers requirements relating to financial statements and reporting, related party transactions, and corporate governance norms, including board composition, committee requirements, and oversight mechanisms prescribed for listed entities.

3. Business Responsibility and Sustainability Reporting (BRSR)

The Master Circular also consolidates provisions relating to Business Responsibility and Sustainability Reporting (BRSR), reinforcing SEBI’s focus on transparency, ESG disclosures, and responsible business conduct by listed companies.

4. Applicability to Market Participants

The consolidated instructions are applicable to listed entities, stock exchanges, depositories, and other specified stakeholders, ensuring uniform compliance across the securities market ecosystem.

5. Compliance Implications

Listed entities and other concerned participants should review and align their compliance processes with the consolidated Master Circular to ensure adherence to the updated disclosure and governance requirements under the LODR Regulations.

Click Here To Read The Full Circular

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