भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
CIRCULAR
SEBI/HO/MIRSD/ MIRSD-PoD-1/P/CIR/2025/004 January 08, 2025
To,
All Registered Research Analysts
BSE Limited (Research Analyst Administration and Supervisory Body - RAASB)
Sir / Madam,
Sub: Guidelines for Research Analysts
1. Securities and Exchange Board of India (SEBI), after considering the inputs from
public consultation, has reviewed the framework for regulation of Research Analysts
(RAs) and has notified Securities and Exchange Board of India (Research Analysts)
(Third Amendment) Regulations, 2024 (hereinafter referred to as “amendments to
RA Regulations”) on December 16, 2024. These amendments have come into force
on the date of notification i.e. on December 16, 2024.
2. The Research Analysts shall ensure compliance with the aforesaid amendments to
RA Regulations and the following guidelines specified under the amended SEBI
(Research Analysts) Regulations, 2014 (hereinafter referred to as “RA Regulations”):
i. Qualification and certification requirements
Regulation 7 of the RA Regulations specifies the minimum qualification and
certification requirements for RAs. It is clarified that the revised qualification
requirements shall not be required to existing individual RAs, Principal officer of
non-individual RAs or research entity, individuals employed as research analysts
and partners of research analyst, if any, engaged in providing research services.
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
However, they shall hold NISM certifications and comply with other conditions
specified under Regulation 7(3) of the RA Regulations.
ii. Deposit requirement:
a. As per Regulation 8 of the RA Regulations, a research analyst shall maintain a
deposit of such sum, as specified by the SEBI from time to time. The deposit
requirements shall be based on the maximum number of clients of RA on any
day of the previous financial year, as under:
No. of clients Deposit
Up to 150 clients ₹ 1 lakh
151 to 300 clients ₹ 2 lakh
301 to 1,000 clients ₹ 5 lakhs
1,001 and above clients ₹ 10 lakhs
b. The deposit shall be maintained with a scheduled bank marked as lien in favor of
Research Analyst Administration and Supervisory body (RAASB), in the manner
and form as may be specified by RAASB.
c. The deposit amount may be revised for any change in applicable amount of
deposit, based on the maximum number of clients in the previous financial year,
latest by 30th April of the subsequent financial year.
d. The deposit requirements shall be reviewed by SEBI from time to time.
e. The existing RAs shall ensure compliance with the deposit requirement latest by
April 30, 2025. For the new applicants seeking registration as RA, the deposit
requirement shall become effective immediately from the date of this circular.
iii. Registration both as Investment Adviser and Research analyst:
In terms of the proviso to Regulation 9 of the RA Regulations, an individual or
partnership firm registered as an investment adviser may be granted certificate of
registration as a research analyst, subject to such terms and conditions as the
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
SEBI may deem fit and appropriate. Accordingly, these terms and conditions are
as under:
a. An investment adviser, who is an individual or partner-ship firm, registered under
the SEBI (Investment Advisers) Regulations, 2013 (IA Regulations), may be
considered eligible for grant of certificate of registration as RA under the RA
Regulations provided that it shall comply with the rules/regulations/reporting
requirements under each of these regulations viz. IA Regulations and RA
Regulations separately.
b. Such IA/RA shall provide an undertaking stating that it shall maintain arms-length
relationship between its activity as IA and RA and shall ensure that its investment
advisory services and research services are clearly segregated from each other.
iv. Registration as part-time research analyst:
a. In terms of Regulation 2(nd) read with regulation 2(nb) of RA Regulations, a part-
time RA is an individual or partnership firm who is also engaged in any other
business activity/employment which is unrelated to securities and does not
involve handling/ managing of money/ funds of client/ person or providing advice/
recommendation to any client/person in respect of any products/ assets for
investment purposes.
b. An applicant engaged in any activity or business or employment permitted by any
financial sector regulator or an activity under the purview of statutory self-
regulatory organisations such as Institute of Chartered Accountants of India
(‘ICAI’), Institute of Company Secretaries of India (ICSI), Institute of Cost
Accountants of India (ICMAI) etc. shall be considered eligible for registration as
part-time RA.
c. In terms of regulation 2(1) (u) read with regulation 7 of RA Regulations, Part-time
RAs shall be required to have similar qualification and certification requirements
prescribed under RA regulations for full-time RAs.
d. Part-time RA shall provide an undertaking stating that it shall maintain arms-
length relationship between its activity as RA and other activities and shall
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
ensure that its investment advisory services are clearly segregated from all its
other activities at all stages of client engagement.
e. Part-time RA shall provide disclaimer prominently (minimum 10 font size) and
attracting the attention of the investor while providing their other service/raising
invoice related to other business/service that the activity/invoice is related to
services not under the purview of SEBI and no complaint can be raised to SEBI
for the services rendered therein.
f. The part-time RA shall disclose the nature of other activities and shall ensure that
there is no conflict of interest between its RA activity and its other business
activities or employment.
g. For the purpose of providing additional clarity as to whether a person shall or
shall not be considered eligible for registration as part-time RA, reference may be
made to the following explanations/illustrations regarding other business
activities or employment that a person shall or shall not engage in.
Example/Illustration 1:
Who shall be considered eligible for registration as part-time RA?
A person shall be considered eligible for registration as part-time RA if it-
(i) is a member of ICAI or ICSI or ICMAI providing their statutory services or an
insurance agent having license from Insurance Regulatory and
Development Authority of India (‘IRDAI’),
(ii) is employed as a professor or a teacher etc. provided that his employer
provides no objection certificate to take up the activity as part-time RA. If
there is change in employer, part-time RA shall ensure to provide the no
objection certificate from his new employer to RAASB/SEBI to continue its
activities as part-time RA.
(iii) is professional such as an architect, lawyer, doctor etc.
(iv) is employed as a professor or a teacher etc., or is engaged in education
business or activity:
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
Provided that such person is not engaged in any of the two prohibited
activities under Regulation 16A of Securities and Exchange Board of India
(Intermediaries) Regulations, 2008 i.e.-
(a) providing advice or any recommendation, directly or indirectly, in respect
of or related to a security or securities, without being registered with or
otherwise permitted by the SEBI to provide such advice or
recommendation; and
(b) making any claim, of returns or performance expressly or impliedly, in
respect of or related to a security or securities, without being permitted
by the SEBI to make such a claim.
Example/Illustration 2:
Who shall not be considered eligible for registration as part-time RA?
If a person is engaged in a business/activity of providing
advice/recommendations on assets such as gold, real estate, cryptocurrency
etc., it shall not be considered eligible for registration as part-time RA.
Example/Illustration 3:
Who is required to register as part-time RA?
If a CA for the purpose of tax planning/tax filing provides
advice/recommendation on securities as asset class to its clients as an
incidental advice to its primary activity, it is not required to get registered as a
part-time RA. However, if a CA is providing security-specific recommendation to
its clients which is not investor specific, even though as part of tax planning/tax
filing, it is required to seek registration as part-time RA.
v. Designation as ‘principal officer’:
a. Regulation 2(1)(oa) of RA Regulations provides that in case of non-individual
research analyst being a partnership firm, one of the partners shall be
designated as its principal officer. It further provides that in case no partner of
the partnership firm registered as a research analyst has minimum qualification
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
and certification requirements provided under the RA Regulations, it shall apply
for registration a research analyst in the form of a limited liability partnership or a
body corporate within such time as may be specified by the SEBI.
b. Accordingly, a partnership firm registered as a research analyst, where no
partner of the firm has the minimum qualification and certification requirements
provided under the Regulations, shall apply for registration as a research
analyst in the form of a limited liability partnership or a body corporate latest by
September 30, 2025.
vi. Appointment of an independent professional as Compliance Officer:
a. In terms of Regulation 26 of the RA Regulations, a non-individual research
analyst may appoint an independent professional who is a member of ICAI or
ICSI or ICMAI or member of any other professional body as may be specified by
the SEBI, provided such a professional holds a relevant certification from NISM,
as may be specified by the SEBI. In such cases, the principal officer shall submit
an undertaking to RAASB/SEBI to the effect that principal officer shall be
responsible for monitoring the compliance in respect of the requirements of the
Act, regulations, notifications, guidelines, instructions issued by SEBI/RAASB.
b. A non-individual RA may appoint such an independent professional as
compliance officer who holds certifications from NISM by passing the following
certification examinations-
 NISM-Series-XV: Research Analyst Certification Examination
 NISM-Series-XV-B: Research Analyst Certification (Renewal) Examination,
and
 NISM-Series-III A: Securities Intermediaries Compliance (Non-Fund)
Certification Examination
vii. Use of Artificial Intelligence (‘AI’) tools in RA services
a. In terms of Regulation 24(7) of the RA Regulations, a research analyst or
research entity who uses artificial intelligence tools, irrespective of the scale
and scenario of adoption of such tools, for servicing its clients shall be solely
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
responsible for the security, confidentiality, integrity of the client data, use of
any other information or data for research services, research services based on
output of Artificial Intelligence tools and compliance with any law for the time
being in force. Further, in terms of Regulation 19 (vii) of the RA Regulations, a
research analyst or research entity shall disclose to the client the extent of use
of Artificial Intelligence tools in providing research services.
b. A research analyst or research entity shall provide the disclosure of the extent
of use of artificial intelligence tools by them in providing research services to
their clients at the time of disclosing the terms and conditions of the research
services to the client and make such additional disclosure whenever required.
c. For the existing clients, research analysts shall comply with the requirements
under this clause latest by April 30, 2025.
viii. Research services provided by research analyst or research entity
a. In terms of Regulation 20(4) of RA Regulations, research services provided by
RA or research entity shall be corroborated by research report containing the
relevant data and analysis forming the basis for such research service. RA or
research entity shall maintain record of such research report.
b. In terms of Regulation 2(1)(u) read with Regulation 2(1)(fa) of RA Regulations,
research analyst means a person providing research services ‘for consideration’
wherein consideration shall include direct or indirect consideration in any form
whether from client or otherwise for providing research services. In this regard, it
may be clarified that the research services being provided by research analyst or
research entity to any of its clients availing its other services as registered
intermediary in another capacity shall be considered as research services
provided ‘for consideration’ even though no fee is charged by such research
analyst or research entity directly from the client.
Illustration: Research services provided by the research entity, who is also
registered with SEBI as stock broker, to clients availing its stock broking services
are considered as research services ‘for consideration’.
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
ix. Fees chargeable to clients by RAs:
Regulation 15A of RA Regulations provide that RA shall be entitled to charge fees
for providing research services from client including an accredited investor in the
manner as specified by SEBI. Accordingly, -
a. RAs may charge fees, subject to ceiling as may be specified by SEBI and shall
ensure that fee charged to client is fair and reasonable.
b. RAs shall charge a maximum of ₹1,51,000 per annum per family in case of
their clients who are individuals and Hindu Undivided Family(HUF). The fee
limit shall be revised and announced by RAASB once in three years based on
the Cost Inflation Index (CII) after due consultation with SEBI.
c. The fee limit does not include statutory charges.
d. The provisions related to limit on fee chargeable by RAs shall only apply to
individual and HUF clients and shall not be applicable in case of non-individual
clients and accredited investors, and in case of institutional investors seeking
recommendation of proxy adviser.
e. The limits of fees payable to the RA by non-individual clients and accredited
investors, and to the proxy adviser by their institutional investors shall be
governed through bilaterally negotiated contractual terms.
f. If agreed by the client, RA may charge fees in advance. However, such
advance shall not exceed fees for more than one quarter.
g. In the event of pre-mature termination of RA services in terms of the agreed
terms and conditions, the client shall be refunded proportionate fees for
unexpired period. RA shall not charge any breakage fee.
h. The terms and conditions to be disclosed by RA to the client shall also include
fee limits, agreed fees for research services and guidance on the optional
‘Centralised Fee Collection Mechanism for IA and RA’ (CeFCoM).
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
i. For existing clients, RAs shall ensure compliance with aforesaid fee related
provisions latest by June 30, 2025. For new clients, the requirements under
this clause shall be effective from the date of this circular.
x. Client level segregation of Research and distribution activities
To ensure client level segregation at research analyst’s or research entity’s
group/family1 level as per Regulation 26C(5) of RA Regulations, following
compliance and monitoring process shall be adopted:
a. Existing clients, who wish to avail services of the RA, will not be eligible for
availing distribution services within the group/family of the RA. Similarly,
existing clients who wish to take distribution services will not be eligible for
availing research services within the group/family of the RA.
b. A new client will be eligible to avail either research services or distribution
services within the group/family of RA. However, the option to avail either
research services or distribution services shall be made available to such
client at the time of on-boarding.
c. “Client” under these guidelines shall include individual client or non-individual
client.
d. The client shall have discretion to continue holding assets prior to the
applicability of this segregation under the existing research/ distribution
arrangement. However, the client shall not be forced to liquidate/ switch such
existing holdings.
e. PAN of each client shall be the control record for identification and client-level
segregation.
f. In case of an individual client, “family of client”2 shall be reckoned as a single
client and PAN of all members in “family of client” would jointly and severally
1 “Group” and “family of an individual research analyst” shall be as per Regulation 26C (3) (iii) and Regulation
2(1)(fb) respectively of the RA regulations
2 “Family of client” shall be as per as per Regulation 2 (1)(fc) of the RA regulations
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
be the control record. However, the same shall not be applicable for non-
individual clients.
g. The dependent family members shall be those members whose assets
originate from income of a single entity, i.e., the earning client (individual) in
the family. The client shall provide an annual declaration or periodic updation,
as the case maybe, in respect of such dependent family members.
h. RA shall maintain on record an annual certificate from a member of ICAI/
ICSI/ ICMAI or from an auditor (in case of individual RA)/statutory auditor (in
case of a non-individual RA or research entity) confirming compliance with
the client-level segregation requirements. Such annual certificate shall be
obtained within six months from the end of the financial year starting from for
the financial year ending March 31, 2025 and the same shall form part of
compliance audit, in terms of regulation 25(3) of the RA Regulations.
i. RAs providing research services exclusively to institutional clients and
accredited investors may not be subject to compliance with the requirements
of segregation of research and distribution activities provided that the
client/investor signs a standard waiver stating the above.
j. Stock broking is not considered as distribution activity for the purpose of
regulation 26C of RA Regulations.
k. RA/research entity shall ensure compliance under this clause latest by June
30, 2025.
xi. Guidelines for recommendation of ‘model portfolio’ by RAs
a. In terms of Regulation 2(1)(u) read with Regulation 2(1)(wa) of RA
Regulations, research services provided by research analyst include
recommendation of model portfolio. Regulation 24(8) of the RA Regulations
provides that research analyst or research entity engaged in providing model
portfolio shall abide by the guidelines issued by the SEBI from time to time.
b. The guidelines that provide the model portfolio framework are given in
Annexure-A.
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
c. RAs engaged in providing model portfolio (s) to their clients shall ensure
compliance with the model portfolio guidelines latest by June 30, 2025.
d. Compliance with audit requirement under regulation 25(3) of the RA
Regulations shall also cover compliance with obligations set out under the
model portfolio guidelines.
xii. Disclosure of terms and conditions to the client
a. Regulation 24(6) of the RA Regulations provides that while providing the
research services, RA or research entity shall disclose the terms and
conditions of research services to the client and take consent of the client on
such terms and conditions.
b. RA or research entity shall ensure that neither any research service is
rendered nor any fee is charged until consent is received from the client on the
terms and conditions.
c. The minimum mandatory terms and conditions to be disclosed by RA or
research entity are provided in Annexure-B.
d. The terms and conditions shall also include the Most Important Terms and
Conditions (MITC) to be disclosed by RAs/research entity as may be specified
by SEBI. MITC shall be standardised by industry standards forum (ISF) in
consultation with RAASB and SEBI.
e. Consent of client to terms and conditions of the services disclosed by RA or
research entity may be signed by the client in person or through any other
legally acceptable mode including DigiLocker enabled Aadhaar based e-
signature facility.
f. For the existing clients, the RA/research entity shall comply with the
requirements by disclosing the aforesaid terms and conditions and obtain their
consent latest by June 30, 2025.
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
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xiii. KYC Requirements and maintenance of record
a. As provided under Regulation 25(1) of RA Regulations, RA or research entity
shall follow the KYC procedure for their fee paying clients and maintain KYC
records for their clients as specified by SEBI from time to time. Regulation 25
(1) of RA Regulations also provides that RA or research entity shall maintain
the records with respect to its interaction with clients. In this regard, it is
clarified that-
b. RA shall maintain records of interactions, with all clients including prospective
clients (prior to onboarding), where any conversation related to its services has
taken place inter alia, in the form of:
(i) Physical record written & signed by client,
(ii) Telephone recordings
(iii) Email from registered email id,
(iv) Record of SMS messages,
(v) Any other legally verifiable record.
c. Such records shall begin with first interaction with the client and shall continue
till the completion of research services to the client.
d. RA or research entity are required to maintain these records for a period of five
years. However, in case where dispute has been raised, such records shall be
kept till resolution of the dispute or if SEBI desires that specific records be
preserved, then such records shall be kept till further intimation from SEBI.
e. RA/research entity shall ensure the compliance with the requirements under
this clause latest by June 30, 2025.
xiv. Compliance audit requirements
a. As per regulation 25(3) of the RA Regulations, RA or research entity shall
conduct annual audit in respect of compliance with RA Regulations.
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
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b. Annual compliance audit report shall specify each of the provisions of the RA
Regulations and the circulars and guidelines issued thereunder upon which
compliance is reported.
c. A research analyst or research entity shall -
(i) complete the annual compliance audit within six months from the end of
each financial year and submit a compliance audit report to RAASB/SEBI
within a period of one month from the date of the audit report.
(ii) submit adverse findings of audit, if any, along with action taken thereof
duly approved by the individual RA or management of non-individual RA
or research entity to RAASB/SEBI within a period of one month from the
date of the audit report but not later than October 31st of each year for the
previous financial year; and
(iii) maintain on record an annual certificate from a member of ICAI/ ICSI/
ICMAI or from an auditor confirming compliance with client level
segregation requirements. Such annual certificate shall form part of the
compliance audit.
d. RA/research entity shall publish the status of the compliance audit report on its
website and shall also publish the adverse findings of audit, if any, along with
the action taken thereof on its website. RA/research entity shall provide the
compliance audit report to its clients.
e. RA/research entity shall ensure compliance with the additional audit
requirements under this clause starting with for audit report of the financial
year ending March 31, 2025.
xv. Requirement of website and the details on the website
In terms of Regulation 19A of RA Regulations, a Research analyst or research
entity shall maintain a functional website and shall contain the details as may be
specified by SEBI. RA/research entity shall confirm the details of its website to
RAASB and compliance with requirements under this clause by June 30, 2025.
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
3. Applicability
The provisions of this circular shall come into effect on the date of this circular
unless otherwise mentioned separately under the respective clause(s).
4. This circular is issued in exercise of powers conferred under section 11(1) of the
Securities and Exchange Board of India Act, 1992 read with aforesaid regulations of
SEBI (Research Analysts) Regulations, 2014, to protect the interests of investors in
securities market and to promote the development of, and to regulate the securities
market.
5. This circular is available on the SEBI website at www.sebi.gov.in under the
category "Legal Circulars".
Yours faithfully,
Aradhana Verma
General Manager
Tel. No. 022-26449633
aradhanad@sebi.gov.in
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
Annexure-A
Guidelines for recommendation of ‘model portfolio’ by Research Analysts
Research Analyst or research entity recommending the model portfolio shall ensure
compliance with the following guidelines on ‘model portfolio’:
1. Definitions
The following terms used in the guidelines on the ‘model portfolio’ shall have the
meaning as mentioned below.
i. Model Portfolio: A ‘model portfolio’ shall mean a basket of securities for which a
research report is issued by a RA recommending the relevant weightages for
one or more securities mentioned therein.
Explanation: If the research report does not ascribe weightages to the
components of basket of securities, then merely a summary or consolidated
presentation of securities recommended shall not be regarded as a “model
portfolio”.
ii. Disclosures: Means the minimum set of disclosures as specified in this model
portfolio framework to be mandatorily included in a model portfolio report, in
order to ensure that all the relevant facts and information which could impact the
investment decision of a potential investor are adequately made known to the
investors.
iii. Launch Date: Means the date on which model portfolio report was issued by the
RA.
iv. Update Date: Each model portfolio should clearly list the dates and/or intervals
at which model portfolio shall be reviewed and updated by RA and the launch
date of each such updated model portfolio shall be deemed to be the “Update
Date”.
2. Model Portfolio Framework
i. Model portfolio report: Model portfolio shall be issued through a research
report with all constituent securities being recommended to be covered in the
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
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research report and rebalancing to be done at such intervals as the RA deems
appropriate. The opinion of the RA on any constituent securities forming part of
the model portfolio shall not be contrary to its opinion on each of such securities
individually.
Model portfolio report shall include a ‘factsheet’ setting out the basic information
on the model portfolio. A model portfolio report must contain disclosures,
rationale, methodology, launch date, update date and type of model portfolio
contained therein.
ii. Methodology: Model portfolio report shall define and discuss the framework
including underlying universe for stock selection and shall be labelled to indicate
the type of underlying universe of securities (such as large caps, mid-caps, multi
caps, etc.) or an underlying theme (such as Make in India, Defence, etc.) or a
sector (such as Auto, Textile, etc.). Model portfolio report shall define and
discuss in detail the methodology for selection of constituent securities in the
model portfolio such as fundamental analysis, technical analysis etc. and the
parameters therein.
iii. Labelling: Model portfolio should be ‘true to label’ and should be named in a
manner which clearly states the type of portfolio being created along with a one-
line description of the theme or investment objective of the model portfolio for
ease of understanding for all clients.
iv. Investment Horizon: Model portfolio report should specify the investment
horizon of the model portfolio so that the investor can match that to their
investment period.
v. Frequency of portfolio review and update: Whether the model portfolio would
be updated and at what intervals must be predefined in the report. The
rebalancing, if any, of the constituent securities in the model portfolio shall be
done within the overall framework of the model portfolio and shall be
communicated to the clients along with the underlying rationale.
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
vi. Risk disclosures: Model portfolio risk should be clearly mentioned in model
portfolio report.
vii. Benchmarking: Each model portfolio shall disclose performance duly validated
by agency/body as specified by SEBI over different time periods, and should be
benchmarked with appropriate and relevant index.
For example, Model portfolio for auto stocks can be benchmarked with Nifty Auto
Index, Mid cap model portfolio can be benchmarked with BSE Midcap Index,
thematic portfolios with thematic indices, etc.
Every model portfolio report shall contain disclosure on the benchmark index
which should be clearly defined and should be used consistently.
viii. Audit Requirements: Compliance with audit requirement under regulation 25(3)
of the RA Regulations shall also cover compliance with obligations set out under
the model portfolio guidelines.
**********
Annexure-B
Disclosure of minimum mandatory terms and conditions to clients
RAs shall disclose to the client the terms and conditions of the research services offered
including rights and obligations. RAs shall ensure that neither any research service is
rendered nor any fee is charged until consent is received from the client on the terms
and conditions.
1. Availing the research services: By accepting delivery of the research service, the
client confirms that he/she has elected to subscribe the research service of the RA
at his/her sole discretion. RA confirms that research services shall be rendered in
accordance with the applicable provisions of the RA Regulations.
2. Obligations on RA: RA and client shall be bound by SEBI Act and all the applicable
rules and regulations of SEBI, including the RA Regulations and relevant
notifications of Government, as may be in force, from time to time.
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
3. Client Information and KYC: The client shall furnish all such details in full as may
be required by the RA in its standard form with supporting details, if required, as may
be made mandatory by RAASB/SEBI from time to time.
RA shall collect, store, upload and check KYC records of the clients with KYC
Registration Agency (KRA) as specified by SEBI from time to time.
4. Standard Terms of Service: The consent of client shall be taken on the following
understanding:
“I / We have read and understood the terms and conditions applicable to a
research analyst as defined under regulation 2(1)(u) of the SEBI (Research
Analyst) Regulations, 2014, including the fee structure.
I/We are subscribing to the research services for our own benefits and
consumption, and any reliance placed on the research report provided by
research analyst shall be as per our own judgement and assessment of the
conclusions contained in the research report.
I/We understand that –
i. Any investment made based on the recommendations in the research report
are subject to market risk.
ii. Recommendations in the research report do not provide any assurance of
returns.
iii. There is no recourse to claim any losses incurred on the investments made
based on the recommendations in the research report.”
Declaration of the RA that:
i. It is duly registered with SEBI as an RA pursuant to the SEBI (Research
Analysts) Regulations, 2014 and its registration details are: (registration
number, registration date);
ii. It has registration and qualifications required to render the services
contemplated under the RA Regulations, and the same are valid and
subsisting;
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
iii. Research analyst services provided by it do not conflict with or violate any
provision of law, rule or regulation, contract, or other instrument to which it is a
party or to which any of its property is or may be subject;
iv. The maximum fee that may be charged by RA is ₹1.51 lakhs per annum per
family of client.
v. The recommendations provided by RA do not provide any assurance of
returns.
Additionally, if RA is an individual, declaration that:
i. It is not engaged in any additional professional or business activities, on a
whole-time basis or in an executive capacity, which interfere with/influence or
have the potential to interfere with/influence the independence of research
report and/or recommendations contained therein.
5. Consideration and mode of payment: The client shall duly pay to RA, the agreed
fees for the services that RA renders to the client and statutory charges, as
applicable. Such fees and statutory charges shall be payable through the specified
manner and mode(s)/ mechanism(s).
6. Risk factors: (A statement covering the standard risks associated with investment
in securities to be added under this clause by the RA)
7. Conflict of interest: The RA shall adhere to the applicable regulations/ circulars/
directions specified by SEBI from time to time in relation to disclosure and mitigation
of any actual or potential conflict of interest. (A statement covering the mandatory
disclosures to be added under this clause by the RA.)
8. Termination of service and refund of fees: Disclosure that the RA may suspend
or terminate rendering of research services to client on account of suspension/
cancellation of registration of RA by SEBI and shall refund the residual amount to
the client.
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
In case of suspension of certificate of registration of the RA for more than 60 (sixty)
days or cancellation of the RA registration, RA shall refund the fees, on a pro rata
basis for the period from the effective date of cancellation/ suspension to end of the
subscription period.
9. Grievance redressal and dispute resolution: Any grievance related to (i) non-
receipt of research report or (ii) missing pages or inability to download the entire
report, or (iii) any other deficiency in the research services provided by RA, shall be
escalated promptly by the client to the person/employee designated by RA, in this
behalf (RA to provide name and e-mail ID of the designated person/employee).
The RA shall be responsible to resolve grievances within 7 (seven) business
working days or such timelines as may be specified by SEBI under the RA
Regulations.
RA shall redress grievances of the client in a timely and transparent manner.
Any dispute between the RA and his client may be resolved through arbitration or
through any other modes or mechanism as specified by SEBI from time to time.
10. Additional clauses: All additional voluntary clauses added by the RA should not be
in contravention with rules/ regulations/ circulars of SEBI. Any changes in such
voluntary clauses/document(s) shall be preceded by a notice of 15 days.
11. Mandatory notice: Clients shall be requested to go through Do’s and Don’ts while
dealing with RA as specified in SEBI master circular no. SEBI/HO/MIRSD-POD-
1/P/CIR/2024/49 dated May 21, 2024 or as may be specified by SEBI from time to
time.
12. Most Important Terms and Conditions (MITC): RA shall also disclose MITC to
their clients which shall be standardised by Industry Standards Forum (ISF) in
consultation with SEBI and RAASB.
RAs/research entity shall also include the following disclosure as part of the terms
and conditions in their MITC:
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भारतीय (cid:366)ितभूित और िविनमय बोड(cid:330)
Securities and Exchange Board of India
“The terms and conditions and the consent thereon are for the research services
provided by the RA and RA cannot execute/ carry out any trade (purchase/ sell
transaction) on behalf of the client. Thus, you are advised not to permit RA to
execute any trade on your behalf.”
13. Optional Centralised Fee Collection Mechanism: RA Shall provide the guidance
to their clients on an optional ‘Centralised Fee Collection Mechanism for IA and RA’
(CeFCoM) available to them for payment of fees to RA.
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