Quick summary
SEBI has amended the ICDR Regulations to provide a mechanism for lock-in of pledged shares, allowing Depositories to record specified securities as “non-transferable” for the applicable lock-in period.
Who is affected
Stock Exchanges, Depositories, Merchant Bankers, and issuers are affected by this mechanism.
What changes
The ICDR Regulations have been amended to allow Depositories to record specified securities as “non-transferable” for the applicable lock-in period. Depositories have issued a framework for issuers to follow, which includes incorporation of suitable provisions in the Articles of Association, issuance of necessary intimations to lenders/pledgees, and suitable disclosures in offer documents.
Action items
Stock Exchanges, Depositories, Merchant Bankers, and issuers shall ensure compliance with the mechanism for lock-in of pledged shares.
Key dates-deadlines
The SEBI notification amending the ICDR Regulations was issued on March 21, 2026. The circular was issued on April 8, 2026.
Source reference
HO/49/(17)2026-CFD-POD2/I/8965/2026, April 8, 2026