The Securities and Exchange Board of India (SEBI) has eased rules governing private-placement debt fundraising, allowing issuers to have up to 17 debt securities identified by International Securities Identification Numbers (ISINs) maturing in a financial year, compared with the earlier limit of 14. The change is aimed at giving large borrowers greater flexibility in planning repayments, managing liquidity and reducing concentration of maturities.

Under the revised framework, issuers can use up to 12 ISINs for plain-vanilla debt securities, an increase from the previous limit of nine. Another five ISINs will cover structured debt, market-linked debt, floating-rate bonds, zero-coupon bonds and Tier-II debt instruments. The changes are expected to provide greater scope for issuers to stagger their borrowing and redemption schedules.

SEBI has also introduced an additional flexibility mechanism for plain-vanilla debt securities. Once the maturities of such securities reach Rs 15,000 crore in a financial year, an issuer can unlock one additional ISIN for every further Rs 3,000 crore of maturities. This provision is intended to offer more room to large issuers with substantial repayment obligations.

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The relaxation is particularly relevant for banks, non-banking financial companies and large corporate borrowers, where significant debt maturities falling within a limited period can create refinancing and liquidity pressures. By allowing issuers to spread maturities across a larger number of securities, the revised framework is expected to support more efficient asset-liability management and facilitate access to the debt market.

SEBI has also clarified that ISINs for government-serviced or Electronic Book Receipt-related bonds and ESG debt securities will be excluded from the calculation. This exclusion provides additional headroom within the applicable limits. The framework further provides flexibility to issuers whose debt portfolio consists only of structured, market-linked, floating-rate, zero-coupon or Tier-II instruments.

The revised rules have come into immediate effect, giving eligible issuers greater flexibility in structuring private-placement debt programmes. The move comes as large borrowers continue to manage increasingly varied funding and repayment schedules, with SEBI seeking to balance regulatory discipline with the need for efficient access to the debt capital market.

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