Skip to main content
Friday, 16 October 2026
TaxClue News

SEBI sets the ISIN cap for privately placed debt at seventeen maturing in a financial year, with extra ISINs above ₹15,000 crore: Circular HO/17/11/24(8)2026-DDHS-POD1/I/23125/2026

SEBI has replaced paras 1.1 to 1.3 of the ISIN provisions of its NCS Master Circular to increase the maximum number of ISINs maturing in a financial year for debt securities issued on private placement basis. An issuer is now allowed seventeen ISINs maturing in any financial year: twelve for plain vanilla debt and five for structured, market linked, floating rate, zero coupon and Tier II instruments, plus six more for section 54EC capital gains bonds. The change took effect immediately on 7 October 2026.

Key facts

In force
Immediate effect from 7 October 2026
Who it affects
Issuers of listed debt securities on private placement basis, authorised issuers of section 54EC bonds, stock exchanges, depositories
What it is
Rule change
Section
SEBI
Published
7 October 2026
Editor7 October 2026 · updated 13 Oct · 4 min read

In 30 seconds

  • The circular is dated 7 October 2026 and amends Chapter VIII (specifications related to ISIN for debt securities) of the NCS Master Circular dated 15 October 2025.
  • A maximum of seventeen ISINs maturing in any financial year is allowed per issuer, with a further six ISINs for section 54EC capital gains tax debt securities issued by authorised issuers.
  • Twelve of the seventeen are for plain vanilla debt securities, secured and unsecured together.
  • Once the outstanding amount across the twelve ISINs maturing in a financial year reaches ₹15,000 crore, one additional ISIN may be permitted for each additional issuance of ₹3,000 crore.
  • Five ISINs are for structured debt, market linked debt, Floating Rate Bonds, Zero Coupon Bonds and Debt Capital instruments (Tier II bonds); existing FRB, ZCB and Tier II ISINs are grandfathered.
  • ISINs of Government of India serviced / Extra Budgetary Resources bonds and of ESG debt securities are excluded when calculating the limits.

What SEBI has decided

Chapter VIII of SEBI’s Master Circular for Issue and Listing of Non-Convertible Securities, Securitised Debt Instruments, Security Receipts, Municipal Debt Securities and Commercial Paper dated 15 October 2025 (the NCS Master Circular) deals with specifications related to ISIN for debt securities.

By a circular dated 7 October 2026, SEBI has decided to increase the maximum number of ISINs maturing in a financial year for debt securities issued on private placement basis. It says the decision is based on feedback from market participants and is meant to enhance ease of fund raising and Asset Liability Management by issuers. Paras 1.1, 1.2 and 1.3 are replaced. The circular sets out the new limits; it does not restate the limits that applied earlier.

The new limits

CategoryMaximum ISINs maturing in a financial year
Overall limit for an issuer of debt securitiesSeventeen
Plain vanilla debt securities (secured and unsecured, within the same limit)Twelve, out of the seventeen
Structured debt securities, market linked debt securities, Floating Rate Bonds (FRBs), Zero Coupon Bonds (ZCBs) and Debt Capital instruments (Tier II bonds)Five, out of the seventeen
Capital gains tax debt securities issued by authorised issuers under section 54EC of the Income Tax Act, 1961 on private placement basisA further six, in addition to the seventeen
An issuer that issues only structured / market linked debt securities / FRBs / ZCBs / Debt Capital instruments (Tier II bonds)Twelve

Additional ISINs for large outstanding amounts

If the total outstanding amount across the twelve plain vanilla ISINs maturing in a given financial year reaches ₹15,000 crore, then for each additional issuance of ₹3,000 crore, one additional ISIN may be permitted to mature in the same financial year. The circular gives this illustration:

Outstanding amount maturing in a financial year (₹ crore)Applicable ISIN limit
1 to 15,00012
15,001 to 18,00013
18,001 to 21,00014
For every incremental 3,000+1

Grandfathering of existing FRB, ZCB and Tier II ISINs

Existing ISINs pertaining to FRBs, ZCBs and Debt Capital instruments (Tier II bonds) that were issued before the date of the circular, are outstanding and are scheduled to mature in any subsequent financial year are grandfathered, to avoid any unintended breach of the ISIN cap.

There is a restriction attached. If the number of such outstanding legacy ISINs maturing in a subsequent financial year already equals or exceeds five, the issuer cannot issue any further new ISIN in this category for that financial year, including for structured and market linked debt securities, until the total number of maturing ISINs in the category falls below five.

Instruments left out of the count

ISINs pertaining to the following are excluded while calculating the applicable ISIN limits for an issuer:

  • Government of India (GoI) serviced / Extra Budgetary Resources (EBR) bonds;
  • Environment, Social and Governance (ESG) Debt Securities issued in terms of the SEBI (Issue and Listing of Non-Convertible Securities) Regulations, 2021.

Effective date

The provisions come into force with immediate effect. All other provisions of Chapter VIII of the NCS Master Circular remain unchanged. Stock exchanges and depositories are advised to amend their bye-laws, rules and regulations as necessary, carry out system changes, disseminate the circular, report the status of implementation to SEBI and monitor compliance by issuer companies.

What issuers should do

Issuers that raise debt by private placement should recount their ISINs maturing in each financial year under the two categories, leaving out GoI serviced / EBR bonds and ESG debt securities. Issuers with legacy FRB, ZCB or Tier II ISINs should check whether five or more of them mature in any one financial year, because no new ISIN in that category can then be issued for that year.

Questions and answers

How many ISINs can an issuer of privately placed debt now have maturing in a financial year?

A maximum of seventeen ISINs maturing in any financial year. In addition, a further six ISINs are available for capital gains tax debt securities issued by authorised issuers under section 54EC of the Income Tax Act, 1961 on private placement basis.

How are the seventeen ISINs divided?

A maximum of twelve are for plain vanilla debt securities, within which the issuer can issue both secured and unsecured debt securities. A maximum of five are for structured debt securities, market linked debt securities, Floating Rate Bonds, Zero Coupon Bonds and Debt Capital instruments (Tier II bonds).

When can an issuer go beyond twelve plain vanilla ISINs?

When the total outstanding amount across the twelve ISINs maturing in a given financial year reaches ₹15,000 crore. For each additional issuance of ₹3,000 crore, one additional ISIN may be permitted to mature in the same financial year. In the circular’s illustration the limit is 13 for ₹15,001 to 18,000 crore and 14 for ₹18,001 to 21,000 crore.

What happens to existing Floating Rate Bond, Zero Coupon Bond and Tier II ISINs?

Those issued before the date of the circular that are outstanding and mature in a subsequent financial year are grandfathered. But if five or more such legacy ISINs already mature in a financial year, the issuer cannot issue any new ISIN in that category for that year until the number falls below five.

Which ISINs are not counted towards the limit?

ISINs of Government of India serviced / Extra Budgetary Resources bonds, and of ESG Debt Securities issued in terms of the SEBI (Issue and Listing of Non-Convertible Securities) Regulations, 2021.

SourceSEBI Circular HO/17/11/24(8)2026-DDHS-POD1/I/23125/2026 dated 7 October 2026
Open the original ↗
Share this story
Send on WhatsApp

Published 7 October 2026. Updated 13 October 2026. This report is for general information and is not professional advice. Read the source document before acting on it.

Share

The morning brief

One email each working morning with the day’s tax, GST and company-law news. It is starting soon; leave your address and it comes to you from day one.