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Code of Conduct Types Benefits Process Timeline Documents Activities Challenges Penalties Eligibility Criteria Compliances Why Trust Enterslice Schedule Meeting What is Registration of Underwriters with SEBI? If you are an investment partner seeking to participate actively in India’s securities market, obtaining registration as an underwriter with SEBI is a crucial step. The registration of underwriters granted by the Securities and Exchange Board of India (SEBI) is simply a regulatory requirement that authorizes entities to engage in the business of underwriting the public issues of shares or securities in India. The registration of underwriters with SEBI allows underwriters to act as intermediaries between issuers and investors, contributing to the smooth functioning of primary markets. Fear of getting your dream of becoming an underwriter being shattered? Talk to our experts, which helps reduce your worry with the smooth registration of underwriters with SEBI. Earn Revenue through Underwriting Commissions Indian Insurance Industry Penetration (Rise to 5% of GDP by 2030) Total Gross Written Premium (โน25 Lakh Crore by 2030) Govt Initiatives such as Insurance for All by 2047 Assess Risk using Underwriting Workbenches Termed as Gatekeepers of the Stock Market Simplify Your SEBI Underwriter Registration with Enterslice Secure SEBI underwriter registration with expert assistance from Enterslice. Get Started Now Code of Conduct for SEBI-Registered Underwriters The code of conduct for underwriters seeking registration under SEBI guidelines for underwriting is as discussed below: Protect Client’s Interest Every underwriter seeking registration under the SEBI Guidelines must make efforts for the protection of the interests of its clients. Maintain Standards Every underwriter must maintain high standards of integrity, dignity, and fairness in the conduct of its business. Act Ethically An underwriter must ensure that it and its personnel act ethically in all their dealings with a body corporate making an issue of securities. Avoid Conflict of Interest An underwriter must ensure that they avoid any conflicts of interest and make adequate disclosure of their interests. Moreover, a mechanism to resolve any situation of conflict of interest must also be in place as a responsible step. Eliminate Unfair Competition The underwriters must not indulge in unfair competition, which could harm the interests of other underwriters carrying on the business or underwriting or likely to place such other underwriters. Maintain Confidentiality The underwriters must not divulge to other issuer, the press, or any party any confidential information about the issuer company. No Investment Advice AN underwriter or any of its employees is barred from rendering, either directly or indirectly, any investment advice about any security in the publicly accessible media. Internal Control Procedure An underwriter must have internal control procedures and financial and operational capabilities that can be reasonably expected to protect its operations, clients, and other registered entities from financial loss. Eliminate Suppression of Material Facts The underwriters must eliminate the suppression of material facts in any documents, reports, pages, or information furnished to the Board. Types of SEBI-Authorized Underwriters in India The two main types of SEBI-authorized underwriters in India are as follows: Institutional Underwriters Institutional underwriters are prominent financial entities, such as investment banks or other financial institutions, that provide underwriting services for companies going public or issuing other securities. Non-Institutional Underwriters Non-institutional underwriters typically include individual brokers who guarantee offering a portion of shares for public issue, aiming to earn a commission from the issuing company for their services. Benefits of Registration of Underwriters with SEBI The registration of underwriters with SEBI is beneficial for both individuals and entities applying for registration under the Securities and Exchange Board of India (Underwriters) Rules, 1993. Have a look at some of the benefits, as discussed below: Compliance and Vigilance The registration of underwriters with SEBI ensures ongoing compliance with securities law, provides timely updates on regulatory changes, and upholds good governance. Easy Access to Market The registration of underwriters with SEBI provides the legal ability to conduct securities business and attract clients. Enhanced Reputation & Credibility SEBI registration of underwriters helps build a reputable image and gain the confidence of clients and investors by ensuring the underwriter is a qualified, verified, and trustworthy entity. Organized Ecosystem The registration of underwriters with SEBI fosters a more organized and credible financial ecosystem, as only authorized entities can participate in underwriting activities. Financial Stability The registration of underwriters with SEBI ensures financial stability and effective risk assessment, which helps create a stable and fair market, especially for capital-raising activities. Guarantees Investor Protection The registration of underwriters with SEBI ensures that only qualified and verified entities offer underwriting services, protecting investors from fraudulent practices and misleading advice. Process for Registration of Underwriters with SEBI The process for registration of underwriters with SEBI requires compliance with the following steps, as discussed below: Step 1: Fulfil Eligibility Criteria The first step requires the applicant to fulfil the eligibility requirements as prescribed by the SEBI (Underwriters) Regulations, 1993, including adequate infrastructure, experienced personnel, and a fit and proper status. Step 2: Prepare Required Documents Next, the applicants must prepare all required documents, such as the incorporation certificate, financial statements, proof of net worth, infrastructure details, and compliance declarations needed for registration of underwriters with SEBI. Step 3: Filing of Application In the next step, the entities must file Application Form A, along with a non-refundable application fee, in the manner specified under Schedule II of the SEBI (Underwriters) Regulations, 1993. Step 4: SEBI’s Review Process Once all the documents are submitted, the Securities and Exchange Board of India must review all necessary information or clarification regarding matters related to the underwriting of securities. Step 5: Receive Certificate of Registration Upon being satisfied with all the information provided, the Securities and Exchange Board of India must grant the certificate of registration as an underwriter, which remains valid for a period of 5 years from the date of its issuance. Talk to Enterslice experts and ease the process of registration of underwriters with SEBI. How Long Does It Take to Get SEBI Registration Underwriters? SEBI registration underwriters generally take around 2 to 3 months, depending on the completeness of documentation, compliance readiness, and responsiveness during SEBI’s review process. The estimated timeline is given below: Eligibility and Preparation – 2 to 3 Weeks It generally takes around 2 to 3 weeks to comply with SEBI’s eligibility criteria and prepare all necessary business documents required for obtaining SEBI underwriter registration. Filing of Application – 1 to 2 Weeks Once eligibility is met, it takes around 1 to 2 weeks to file the Application Form A along with the payment of prescribed fees and supporting documents to SEBI. SEBI Review and Clarification – 3 to 4 Weeks SEBI takes around 3 to 4 weeks to verify or request clarification regarding the submitted information and additional documents provided for review. Grant of Registration Certificate – 3 to 4 Weeks If SEBI is satisfied with the applicant’s eligibility, financial stability, and compliance readiness, the certificate of registration as an underwriter is granted within approximately 3 to 4 weeks. Documents Needed for Registration of Underwriters with SEBI The list of essential documents needed for the registration of underwriters with SEBI is as follows: Copy of the partnership deed or particulars of the partners Copy of duly filled Application Form A Company’s Certificate of Incorporation Memorandum & Articles of Association (MoA & AoA) Copy of board resolution authorizing registration of underwriters Declaration signed by principal officers Details of the company’s address proof Details of the infrastructural facilities Copy of 3 years’ business plan Details of the financial information of the company Details of the administrators and shareholders Particulars of all proprietors, managers, partners, officers, and directors Information on capital structure Signed declaration associated with the grant of a certificate of registration Any other supporting documents (if required) Book an appointment with Enterslice experts and enjoy worry-free documentation. Activities Associated with Registration of Underwriters with SEBI The underwriters registered with SEBI primarily deal with the financial sector, specifically in the capital market, equity, and debt securities industries. Registration of underwriters with SEBI allows underwriters to operate legally and contribute to the development of the Indian financial market. You can participate in primary market activities, manage risks, and provide advisory services to issuers and investors. Overall, the underwriters who are authorized risk-accessors primarily hold responsibility in the areas discussed below: Securities Market This is the core area of SEBI’s oversight for underwriters, where investment banks and stock brokers guarantee the sale of a certain number of shares or debentures during public offerings. Banking Industry Underwriting is a function within the banking sector, where underwriters assess the creditworthiness of potential customers and the risk involved before a loan is granted. Debt Securities The underwriters in this area assess the risk and determine the price of debt instruments, such as corporate or government bonds. Mortgage and Loan Industry While not directly regulated by SEBI, underwriting in the mortgage and loan sector involves assessing the risk of a potential borrower. Challenges in the SEBI Underwriter Framework Despite significant progress in regulating the underwriting process, the SEBI underwriter framework continues to face several challenges, as discussed below: Regulatory Overlap :- The existing overlap between regulations from SEBI, RBI, and financial authorities creates confusion and increases overall regulatory burden. Administrative Burden :- The requirement of additional formalities, such as registration, continuous reporting, and mandatory disclosure, increases administrative complexity. Methodological Divergence :- Wide variation in risk assessment approaches creates inconsistency in underwriting quality and commitment reliability across market participants. Disclosure Limitations :- Incomplete disclosure of underwriting risk assessment methodologies limits investors’ ability to evaluate underwriter quality and approach. Technology Gap :- Limited adoption of advanced technology and data analytics tools in the underwriting process hinders efficiency and accuracy in decision-making. Transparency Issue :- Lack of uniform reporting formats and disclosure practices sometimes reduces market transparency, making it difficult for investors to evaluate the credibility of underwriting activities. Risk-Pricing Alignment :- Ensuring appropriate alignment between underwriting risk and compensation remains challenging. Competition Corners :- The presence of dominant market players sometimes limits opportunities for smaller underwriters, leading to unequal competition and market concentration. Talk to Enterslice consultants, and let us help you overcome the challenges with minimum effort. Penalties for Non-Compliance with SEBI Underwriters Regulations Any non-compliance with the SEBI underwriters regulations attract several penalties, as discussed below: Monetary penalty for non-compliance with SEBI (Underwriters) Regulations, 1993 Penalty for failure to meet reporting obligations Penalty for breach of any specific terms of agreement with the body corporate Disgorgement of profits earned through non-compliant or fraudulent activities Suspension or cancellation of registration of a registered underwriter Any other legal action or additional enforcement actions Eligibility Criteria for Registration of Underwriters with SEBI The eligibility criteria for the registration of underwriters with SEBI are discussed below: Checklist for Registration of Underwriters with SEBI The applicant must hold a certificate issued by the Board (SEBI) Any stockbroker or merchant banker with a valid registration is entitled to act as an underwriter without a separate authorization The applicant must carry out activities as an underwriter Ensure compliance with the applicable SEBI Regulations Comply with the minimum net worth requirement of Rs. 20 lakhs Adhere to the fit and proper criteria as specified in Schedule II of the Regulations Must have employed a minimum of 2 persons with experience in underwriting Hold necessary infrastructure such as office space, equipment, and manpower Any of its directors, partners, or principal officers must not be convicted of any offence involving moral turpitude Industries that Require Underwriting Registration with SEBI Investment Banks & Financial Institutions Banking Industry Equity Market & Trading Industry Debt Securities Industry Mortgage Industry Schedule Meeting Compliance Obligations for SEBI Registration of Underwriters The following is the list of mandatory compliance obligations for SEBI registration of underwriters: Comply with the code of conduct specified under Schedule II of the Rules Enter into valid agreements with a corporate body on behalf of the underwriters Maintain records, books of accounts, balance sheet, profit and loss account, and auditor’s report Appoint a compliance officer for monitoring compliance under the Rules Comply with general responsibilities as specified under the Rules Why Trust Enterslice for Registration of Underwriters with SEBI? As a leading business consulting firm, Enterslice provides end-to-end assistance in obtaining underwriters registration with SEBI. Connect our team to ensure a seamless process from documentation to compliance and final approval. Here are some of the reasons why Enterslice is the best choice for the registration of underwriters with SEBI: Professional network of 10,000+ CAs, CS, and lawyers Serves thousands of clients across the Insurance industry in India Ensures precision in application filing with a 99% success rate Holds in-depth expertise in SEBI’s underwriting framework and regulatory guidelines Prioritizes quick processing and minimal delays for underwriters Provides ongoing support to help underwriters maintain SEBI compliance after registration Helps identify and address potential compliance risks Ensures better understanding of SEBI guidelines for underwriting Establishes healthy connections with key regulatory officials Provides real-time updates on the application for registration of underwriters with SEBI Ensures saving time and money with our seasoned professionals Provides access to proactive risk management strategies to reduce issues by 40% Offers competitive prices with no hidden charges FAQs on SEBI Registration of Underwriters Who are underwriters? As per Regulation 2(f) of the Securities and Exchange Board of India (Underwriters) Rules, 1993, underwriters are individuals or entities (typically investment banks or stockbrokers) that have the primary responsibility for underwriting issues related to shares or securities. How do underwriters make money? The SEBI-registered underwriters are well-versed in assisting organizations/ institutions to prevent financial losses in long-term investments that have a typical revenue stream. The main source of revenue for underwriters with a deep understanding of risk assessment and market conditions is the fees charged for assessing and managing risks or the underwriting commission received from the underwriting institution. What are the SEBI regulations regarding underwriting? The SEBI regulations regarding underwriting are SEBI (Underwriting) Regulations, 1993, which mandate only SEBI-registered entities to act as underwriters. How to become a SEBI-registered underwriter in India? The process to become a SEBI-registered underwriter in India requires compliance with the following steps, as provided below: Step 1: Fulfil Eligibility Criteria Step 2: Prepare Required Documents Step 3: Filing of Application Step 4: Payment of Application Fees Step 5: SEBI’s Review Process Step 6: Receive Certificate of Registration Can anyone be an underwriter? No, not just anyone can be an underwriter. However, applying for an underwriter requires compliance with specific eligibility criteria, including capital adequacy, professional experience, suitable infrastructure, and fit and proper status, in the manner as provided under the SEBI (Underwriting) Regulations, 1993. Can merchant bankers and stock brokers carry out underwriting services? Yes, both the merchant bankers and stock brokers are the entities eligible to carry out underwriting services. Hence, no separate application for registration is required for these entities. What is the commission of underwriting shares as per SEBI? As per SEBI Regulations, the maximum underwriting commission for shares is 5% of the issue price. However, for debentures, the maximum limit is 2.5% of the issue price. What is the validity of the SEBI underwriter registration certificate? The SEBI underwriter registration certificate granted under regulation 8 of the Securities and Exchange Board of India (Underwriters) Regulations, 1993, is valid for 5 years from the date of its issuance. Is registration of underwriting mandatory in India? Yes, the registration of underwriting with SEBI is mandatory as per the requirements of the Securities and Exchange Board of India (Underwriters) Regulations, 1993. Which entities require SEBI registration for underwriting? The entities requiring SEBI registration for underwriting are investment banks, stock brokers, and merchant brokers who are already involved in the process of underwriting shares and securities in India. What is the minimum net worth required for registration of underwriters in India? As per Regulation 7 of the SEBI (Underwriters) Regulations, 1993, the minimum net worth required for the registration of underwriters in India is Rs. 20 lakhs. Can an underwriter operate in different segments? Yes, an underwriter can operate in different segments, but they are required to be specialized in one area and can transition to other areas by acquiring the necessary skills and expertise. Can the foreign entities be registered as underwriters by SEBI? Yes, the foreign entities are eligible to be registered as underwriters with SEBI, provided they comply with the specific eligibility criteria, including capital adequacy, infrastructure, and relevant experience as required by the SEBI (Underwriters) Regulations, 1993.
If you are an investment partner seeking to participate actively in India’s securities market, obtaining registration as an underwriter with SEBI is a crucial step. The registration of underwriters granted by the Securities and Exchange Board of India (SEBI) is simply a regulatory requirement that authorizes entities to engage in the business of underwriting the public issues of shares or securities in India.
The registration of underwriters with SEBI allows underwriters to act as intermediaries between issuers and investors, contributing to the smooth functioning of primary markets. Fear of getting your dream of becoming an underwriter being shattered? Talk to our experts, which helps reduce your worry with the smooth registration of underwriters with SEBI.
Earn Revenue through Underwriting Commissions
Indian Insurance Industry Penetration (Rise to 5% of GDP by 2030)
Total Gross Written Premium (โน25 Lakh Crore by 2030)
Govt Initiatives such as Insurance for All by 2047
Assess Risk using Underwriting Workbenches
Termed as Gatekeepers of the Stock Market
Secure SEBI underwriter registration with expert assistance from Enterslice.
The code of conduct for underwriters seeking registration under SEBI guidelines for underwriting is as discussed below:
Every underwriter seeking registration under the SEBI Guidelines must make efforts for the protection of the interests of its clients.
Every underwriter must maintain high standards of integrity, dignity, and fairness in the conduct of its business.
An underwriter must ensure that it and its personnel act ethically in all their dealings with a body corporate making an issue of securities.
An underwriter must ensure that they avoid any conflicts of interest and make adequate disclosure of their interests.
Moreover, a mechanism to resolve any situation of conflict of interest must also be in place as a responsible step.
The underwriters must not indulge in unfair competition, which could harm the interests of other underwriters carrying on the business or underwriting or likely to place such other underwriters.
The underwriters must not divulge to other issuer, the press, or any party any confidential information about the issuer company.
AN underwriter or any of its employees is barred from rendering, either directly or indirectly, any investment advice about any security in the publicly accessible media.
An underwriter must have internal control procedures and financial and operational capabilities that can be reasonably expected to protect its operations, clients, and other registered entities from financial loss.
The underwriters must eliminate the suppression of material facts in any documents, reports, pages, or information furnished to the Board.
The two main types of SEBI-authorized underwriters in India are as follows:
The registration of underwriters with SEBI is beneficial for both individuals and entities applying for registration under the Securities and Exchange Board of India (Underwriters) Rules, 1993. Have a look at some of the benefits, as discussed below:
The registration of underwriters with SEBI ensures ongoing compliance with securities law, provides timely updates on regulatory changes, and upholds good governance.
The registration of underwriters with SEBI provides the legal ability to conduct securities business and attract clients.
SEBI registration of underwriters helps build a reputable image and gain the confidence of clients and investors by ensuring the underwriter is a qualified, verified, and trustworthy entity.
The registration of underwriters with SEBI fosters a more organized and credible financial ecosystem, as only authorized entities can participate in underwriting activities.
The registration of underwriters with SEBI ensures financial stability and effective risk assessment, which helps create a stable and fair market, especially for capital-raising activities.
The registration of underwriters with SEBI ensures that only qualified and verified entities offer underwriting services, protecting investors from fraudulent practices and misleading advice.
The process for registration of underwriters with SEBI requires compliance with the following steps, as discussed below:
The first step requires the applicant to fulfil the eligibility requirements as prescribed by the SEBI (Underwriters) Regulations, 1993, including adequate infrastructure, experienced personnel, and a fit and proper status.
Next, the applicants must prepare all required documents, such as the incorporation certificate, financial statements, proof of net worth, infrastructure details, and compliance declarations needed for registration of underwriters with SEBI.
In the next step, the entities must file Application Form A, along with a non-refundable application fee, in the manner specified under Schedule II of the SEBI (Underwriters) Regulations, 1993.
Once all the documents are submitted, the Securities and Exchange Board of India must review all necessary information or clarification regarding matters related to the underwriting of securities.
Upon being satisfied with all the information provided, the Securities and Exchange Board of India must grant the certificate of registration as an underwriter, which remains valid for a period of 5 years from the date of its issuance.
Talk to Enterslice experts and ease the process of registration of underwriters with SEBI.
SEBI registration underwriters generally take around 2 to 3 months, depending on the completeness of documentation, compliance readiness, and responsiveness during SEBI’s review process. The estimated timeline is given below:
It generally takes around 2 to 3 weeks to comply with SEBI’s eligibility criteria and prepare all necessary business documents required for obtaining SEBI underwriter registration.
Once eligibility is met, it takes around 1 to 2 weeks to file the Application Form A along with the payment of prescribed fees and supporting documents to SEBI.
SEBI takes around 3 to 4 weeks to verify or request clarification regarding the submitted information and additional documents provided for review.
If SEBI is satisfied with the applicant’s eligibility, financial stability, and compliance readiness, the certificate of registration as an underwriter is granted within approximately 3 to 4 weeks.
The list of essential documents needed for the registration of underwriters with SEBI is as follows:
Copy of the partnership deed or particulars of the partners
Copy of duly filled Application Form A
Company’s Certificate of Incorporation
Memorandum & Articles of Association (MoA & AoA)
Copy of board resolution authorizing registration of underwriters
Declaration signed by principal officers
Details of the company’s address proof
Details of the infrastructural facilities
Copy of 3 years’ business plan
Details of the financial information of the company
Details of the administrators and shareholders
Particulars of all proprietors, managers, partners, officers, and directors
Information on capital structure
Signed declaration associated with the grant of a certificate of registration
Any other supporting documents (if required)
Book an appointment with Enterslice experts and enjoy worry-free documentation.
The underwriters registered with SEBI primarily deal with the financial sector, specifically in the capital market, equity, and debt securities industries. Registration of underwriters with SEBI allows underwriters to operate legally and contribute to the development of the Indian financial market.
You can participate in primary market activities, manage risks, and provide advisory services to issuers and investors. Overall, the underwriters who are authorized risk-accessors primarily hold responsibility in the areas discussed below:
This is the core area of SEBI’s oversight for underwriters, where investment banks and stock brokers guarantee the sale of a certain number of shares or debentures during public offerings.
Underwriting is a function within the banking sector, where underwriters assess the creditworthiness of potential customers and the risk involved before a loan is granted.
The underwriters in this area assess the risk and determine the price of debt instruments, such as corporate or government bonds.
While not directly regulated by SEBI, underwriting in the mortgage and loan sector involves assessing the risk of a potential borrower.
Despite significant progress in regulating the underwriting process, the SEBI underwriter framework continues to face several challenges, as discussed below:
Talk to Enterslice consultants, and let us help you overcome the challenges with minimum effort.
Any non-compliance with the SEBI underwriters regulations attract several penalties, as discussed below:
The eligibility criteria for the registration of underwriters with SEBI are discussed below:
Checklist for Registration of Underwriters with SEBI
Industries that Require Underwriting Registration with SEBI
The following is the list of mandatory compliance obligations for SEBI registration of underwriters:
As a leading business consulting firm, Enterslice provides end-to-end assistance in obtaining underwriters registration with SEBI. Connect our team to ensure a seamless process from documentation to compliance and final approval. Here are some of the reasons why Enterslice is the best choice for the registration of underwriters with SEBI:
As per Regulation 2(f) of the Securities and Exchange Board of India (Underwriters) Rules, 1993, underwriters are individuals or entities (typically investment banks or stockbrokers) that have the primary responsibility for underwriting issues related to shares or securities.
The SEBI-registered underwriters are well-versed in assisting organizations/ institutions to prevent financial losses in long-term investments that have a typical revenue stream. The main source of revenue for underwriters with a deep understanding of risk assessment and market conditions is the fees charged for assessing and managing risks or the underwriting commission received from the underwriting institution.
The SEBI regulations regarding underwriting are SEBI (Underwriting) Regulations, 1993, which mandate only SEBI-registered entities to act as underwriters.
The process to become a SEBI-registered underwriter in India requires compliance with the following steps, as provided below:
No, not just anyone can be an underwriter. However, applying for an underwriter requires compliance with specific eligibility criteria, including capital adequacy, professional experience, suitable infrastructure, and fit and proper status, in the manner as provided under the SEBI (Underwriting) Regulations, 1993.
Yes, both the merchant bankers and stock brokers are the entities eligible to carry out underwriting services. Hence, no separate application for registration is required for these entities.
As per SEBI Regulations, the maximum underwriting commission for shares is 5% of the issue price. However, for debentures, the maximum limit is 2.5% of the issue price.
The SEBI underwriter registration certificate granted under regulation 8 of the Securities and Exchange Board of India (Underwriters) Regulations, 1993, is valid for 5 years from the date of its issuance.
Yes, the registration of underwriting with SEBI is mandatory as per the requirements of the Securities and Exchange Board of India (Underwriters) Regulations, 1993.
The entities requiring SEBI registration for underwriting are investment banks, stock brokers, and merchant brokers who are already involved in the process of underwriting shares and securities in India.
As per Regulation 7 of the SEBI (Underwriters) Regulations, 1993, the minimum net worth required for the registration of underwriters in India is Rs. 20 lakhs.
Yes, an underwriter can operate in different segments, but they are required to be specialized in one area and can transition to other areas by acquiring the necessary skills and expertise.
Yes, the foreign entities are eligible to be registered as underwriters with SEBI, provided they comply with the specific eligibility criteria, including capital adequacy, infrastructure, and relevant experience as required by the SEBI (Underwriters) Regulations, 1993.
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-- Testimonials
โEnterslice made our underwriter registration with SEBI simple and transparent. They managed all steps from net-worth proof to application submission with care. Excellent value and impressive turnaround.โ
Verified Customer
โThanks to Enterslice, our application for SEBI-underwriter registration was handled with precision and clarity. Their teamโs regulatory knowledge and timely communication gave us confidence throughout. Outstanding support.โ
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