Date: 2025-05-13Category: Not ApplicableState: Union GovernmentCountry: India
Simplification of operational process and clarifying regarding the cash flow disclosure in Corporate Bond Database pursuant to review of Request for Quote (RFQ) Platform framework.
## Report on SEBI Circular SEBIHODDHSDDHSPOD1PCIR202572
**1. Executive Summary:**
This report analyzes SEBI Circular SEBIHODDHSDDHSPOD1PCIR202572, issued on May 13, 2025. This circular amends existing regulations to simplify the operational process for yield-to-price computation on the Request for Quote (RFQ) platform for nonconvertible securities and to enhance the disclosure of cash flow information in the centralized corporate bond database. The core purpose is to improve the efficiency and transparency of trading and information availability for corporate bonds. Key findings include simplified yield-to-price calculations by eliminating day count convention adjustments and improved cash flow data accessibility for investors.
**2. Introduction:**
This report aims to provide a comprehensive overview of SEBI Circular SEBIHODDHSDDHSPOD1PCIR202572, based solely on the information provided in the circular's text. The report will outline the policy's objectives, key changes, impacted stakeholders, implementation aspects, and anticipated outcomes.
**3. Policy Overview:**
This circular constitutes an *amendment* to existing regulations. It references and amends the "SEBI Master Circular for issue and listing of Nonconvertible Securities, Securitised Debt Instruments, Security Receipts, Municipal Debt Securities and Commercial Paper dated May 22, 2024" (NCS Master Circular) and the "SEBI Issue and Listing of NonConvertible Securities Regulations, 2021."
The core objectives, as inferred from the text, are:
* To simplify the operational process of yield-to-price computation on the RFQ platform.
* To improve the availability and accessibility of cash flow information (interest, dividend, and redemption payment dates) for corporate bonds in the centralized database.
**4. Background and Rationale:**
This circular amends existing regulations to address inefficiencies in yield-to-price calculation and gaps in cash flow information disclosure. Specifically, the amendment aims to:
* **Simplify yield-to-price computation:** The existing process, involving day count convention adjustments, appears to have been complex. The amendment aims to streamline this process, likely to reduce errors and improve trading efficiency.
* **Enhance cash flow information availability:** The current centralized bond database lacks complete cash flow schedule information. This amendment addresses this gap, potentially to provide investors with more comprehensive and readily available information for informed decision-making.
**5. Key Provisions / Changes:**
This circular introduces two key changes:
* **Change 1: Simplification of Yield to Price Computation**
* **Original Policy Affected:** Chapter XXII of the NCS Master Circular.
* **New Rule/Provision:** Cash flow dates for yield-to-price computation on the RFQ platform will *not* be adjusted for day count convention. They will be based on the due date of payment as per the cash flow schedule.
* **Difference/Effect:** This simplifies the yield-to-price calculation by removing the complexity of day count convention adjustments. This will likely result in faster and potentially more accurate pricing on the RFQ platform.
* **Change 2: Disclosure of Cash Flow in Corporate Bond Database**
* **Original Policy Affected:** Clause 3.3.34 of Schedule I of the SEBI Issue and Listing of NonConvertible Securities Regulations, 2021 and Chapter XIV of the NCS Master Circular.
* **New Rule/Provision:** Issuers must submit and update a cash flow schedule (interest, dividend, and redemption payment dates) in the centralized corporate bond database at the time of ISIN activation. Any changes to this information must be updated within one working day. The format for disclosure is prescribed in Annex XIVA of NCS Master Circular.
* **Difference/Effect:** This introduces a requirement for issuers to proactively disclose and maintain up-to-date cash flow information in the centralized database. This will provide investors with a single source of truth for this crucial data, enhancing transparency and facilitating investment decisions.
**6. Target Audience and Stakeholders:**
Based on the text, the directly affected stakeholders include:
* Issuers of Nonconvertible Securities, Securitised Debt Instruments, Municipal Debt Securities, and Commercial Paper.
* Recognized Stock Exchanges and Clearing Corporations.
* Registered Depositories.
* Stock Brokers and Depository Participants.
* Investors in the above-mentioned securities.
**7. Implementation Aspects (Inferred):**
* **Responsible Agency/Bodies:** The Stock Exchanges are directed to implement the changes by amending their byelaws, rules, and regulations. SEBI is ultimately responsible for overseeing the implementation.
* **Timelines:** The circular comes into effect on August 18, 2025. The disclosure requirement for cash flow applies prospectively to new issuances and to the residual maturity of already listed ISINs.
* **Implementation Specific to Changes:** Stock Exchanges need to update their RFQ platform to reflect the simplified yield-to-price calculation method. They also need to coordinate with the centralized corporate bond database to ensure proper data capture and accessibility for cash flow information.
**8. Expected Outcomes / Impact of Changes:**
* **Simplified Yield-to-Price Calculation:** Reduced operational complexity, potentially leading to faster and more efficient trading on the RFQ platform.
* **Enhanced Transparency:** Improved availability and accuracy of cash flow information in the centralized database, empowering investors with better data for informed decision-making.
* **Improved Market Efficiency:** Overall, the changes are likely to contribute to a more efficient and transparent market for corporate bonds.
**9. Conclusion:**
SEBI Circular SEBIHODDHSDDHSPOD1PCIR202572 introduces targeted amendments to streamline yield-to-price calculations on the RFQ platform and enhance cash flow information disclosure in the centralized corporate bond database. These changes aim to improve efficiency, transparency, and information accessibility for investors, contributing to a more robust and well-functioning corporate bond market. The simplified yield-to-price calculation and the readily available cash flow information should enable better investment decisions and improve overall market confidence.
Key Entities Referenced
SEBI: Securities and Exchange Board of India; the regulatory body issuing the circular.
SEBIHODDHSDDHSPOD1PCIR202572: Reference number of the circular.
May 13, 2025: Date of the circular.
Issuers who have listed Nonconvertible Securities, Securitised Debt Instruments, Municipal Debt Securities and Commercial Paper: Addressees of the circular.
Recognised Stock Exchanges and Clearing Corporations: Addressees of the circular.
Registered Depositories: Addressees of the circular.
Stock Brokers and Depository Participants: Addressees of the circular.
Nonconvertible Securities: Type of securities mentioned in the circular.
Securitised Debt Instruments: Type of debt instruments mentioned in the circular.
Municipal Debt Securities: Type of debt securities mentioned in the circular.
Commercial Paper: Type of financial instrument mentioned in the circular.
Request for Quote RFQ Platform: Trading platform that is the subject of review.
SEBI Master Circular for issue and listing of Nonconvertible Securities, Securitised Debt Instruments, Security Receipts, Municipal Debt Securities and Commercial Paper dated May 22, 2024: Existing circular being amended by this notification.
NCS Master Circular: Abbreviated reference to the SEBI Master Circular for issue and listing of Nonconvertible Securities, Securitised Debt Instruments, Security Receipts, Municipal Debt Securities and Commercial Paper dated May 22, 2024.
SEBI Issue and Listing of NonConvertible Securities Regulations, 2021: Regulations referred to in the circular.
ISIN: International Securities Identification Number.
August 18, 2025: Effective date of the circular.
Securities and Exchange Board of India Act, 1992: Act under which the circular is issued.
Regulation 55 1 of the SEBI Issue and Listing of Nonconvertible Securities Regulations, 2021: Regulation referred to in the circular.
Rohit Dubey: General Manager, Department of Debt and Hybrid Securities at SEBI.
Department of Debt and Hybrid Securities: Department within SEBI.
CIRCULAR
SEBI/HO/DDHS/DDHSPOD1/P/CIR/2025/72 May 13, 2025
To,
Issuers who have listed Non-convertible Securities, Securitised Debt
Instruments, Municipal Debt Securities and Commercial Paper;
Recognised Stock Exchanges and Clearing Corporations;
Registered Depositories;
Stock Brokers and Depository Participants
Madam/ Sir,
Subject: Simplification of operational process and clarifying regarding the cash
flow disclosure in Corporate Bond Database pursuant to review of Request for
Quote (RFQ) Platform framework.
Based on the recommendations of the working group formed for the purpose of review of
RFQ platform and due public consultation on the proposals and feedback thereat, the
following has been decided:
1. Simplification of the operational process relating to yield to price computation
on the Request for Quote (RFQ) Platform
1.1. Chapter XXII of the SEBI Master Circular for issue and listing of Non-convertible
Securities, Securitised Debt Instruments, Security Receipts, Municipal Debt
Securities and Commercial Paper dated May 22, 2024 (‘NCS Master Circular’)
stipulates provisions for trade execution and settlement of trades in listed
Page 1 of 4Nonconvertible Securities, Securitised Debt Instruments, Municipal Debt
Securities and Commercial Paper on the RFQ platform of the Stock Exchanges.
1.2. In order to simplify the process of yield to price computation for non-convertible
securities, cash flow dates regarding payment of interest/ dividend/ redemption for
the securities traded on RFQ platform for the purpose for yield to price
computation shall not be adjusted for day count convention and shall accordingly
be based on the due date of payment as per the cash flow schedule and not as
per the date of payment.
1.3. Accordingly, the following clause will be inserted as clause 9 in the said Chapter
XXII of NCS Master Circular:
“(9) Yield to Price computation
In order to simplify the process of yield to price computation for non-convertible
securities, cash flow dates regarding payment of interest/ dividend/ redemption for
the securities traded on RFQ platform for the purpose for yield to price computation
shall not be adjusted for day count convention and shall accordingly be based on
the due date of payment as per the cash flow schedule and not as per the date of
payment.”
2. Disclosure of cash flow regarding payment of interest/ dividend/ redemption
in the centralized corporate bond database.
2.1. Clause 3.3.34 of Schedule I of the SEBI (Issue and Listing of Non-Convertible
Securities) Regulations, 2021 requires Issuer to disclose cash flow with date of
with date of interest/dividend/ redemption payment as per day count convention in
the offer document.
Page 2 of 42.2. Chapter XIV of the NCS Master Circular requires issuers to submit and update
certain information in the centralized database at the time of activation of the ISIN
and post listing of securities. Presently, the information regarding the cash flow
schedule is not captured in the centralized bond database.
2.3. In order to have such information regarding corporate bonds at one place, the
following paragraph shall be inserted as paragraph “57” in Annex-XIV-A of NCS
Master Circular
“Cash flow schedule regarding payment of interest/ dividend/ redemption in the
centralized corporate bond database at the time of activation of ISIN in the
following format:
Sr. No. Particulars Due Date Payment date as per
day count
convention
1 Payment of interest/ XXX XX
dividend/ redemption
In case of any change in the information pertaining to cash flow regarding interest/
dividend/ redemption during the tenure of the securities, the same shall be updated
within one working day in the centralized corporate bond database.”
3. The aforesaid disclosure requirement shall be applicable for prospective issuances
of debt securities and for the residual maturity of the ISINs that are already listed.
4. This circular shall come into force with effect from August 18, 2025
5. The Stock Exchange(s)are directed to bring the provisions of this circular to the
notice of the market participants and also disseminate the same on their websites
and make necessary amendments to the relevant bye-laws, rules and regulations
Page 3 of 4for the implementation of the above directions in coordination with one another to
achieve uniformity in approach.
6. The Circular is issued in exercise of the powers conferred under Section 11(1) of the
Securities and Exchange Board of India Act, 1992 read with Regulation 55 (1) of the
SEBI (Issue and Listing of Non-convertible Securities) Regulations, 2021 to protect
the interest of investors in securities and to promote the development of, and to
regulate the securities market.
7. This Circular is available at www.sebi.gov.inunder the link “Legal→Circulars”.
Yours faithfully,
Rohit Dubey
General Manager
Department of Debt and Hybrid Securities
+91-022 2644 9510
rohitd@sebi.gov.in
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