SEBI clears PMS Regulations 2026: IPOs, FPIs, derivatives access expanded
Synopsis
Key Takeaways
The Securities and Exchange Board of India (SEBI) on Thursday, 24 September 2026, approved a sweeping new regulatory framework for portfolio managers, expanding their investment universe to include initial public offerings (IPOs), primary debt issuances, certain foreign securities, and direct mutual fund plans. The move, formalised as the SEBI (Portfolio Managers) Regulations, 2026, replaces the existing 2020 regulations and marks the most significant overhaul of the portfolio management services (PMS) industry in six years.
What the New PMS Framework Allows
Under the revised rules, portfolio managers will now be permitted to deploy client funds in IPOs and primary market debt issuances — avenues that were previously off-limits. This gives PMS providers direct access to the primary market for the first time under a consolidated regulatory framework.
Discretionary portfolio management services (DPMS) will additionally be allowed to allocate up to 10 per cent of a client's assets under management (AUM) in investment-grade, non-convertible, unlisted debt securities, subject to explicit client consent. This opens a controlled window into private credit markets for high-net-worth portfolios managed through PMS.
The framework also expands the use of exchange-traded derivatives, permitting exposure up to 1.25 times a client's AUM. The regulator has described these changes as aimed at easing compliance, consolidating regulatory provisions, and removing redundant requirements — a long-standing ask from the PMS industry.
FPI Access to Commodity Derivatives Widened
In a parallel decision, the SEBI Board also widened the scope for foreign portfolio investors (FPIs) to participate in exchange-traded commodity derivatives, with the stated objective of deepening liquidity in that segment.
FPIs will now be permitted to participate in non-agricultural index derivatives regardless of whether the underlying contracts are cash-settled. They will also be allowed into non-cash-settled non-agricultural commodity derivatives — a category previously restricted to domestic participants.
Safeguards Built Into the FPI Rules
SEBI has embedded several risk-management guardrails into the FPI commodity derivatives framework. FPIs participating in non-cash-settled contracts must exit their positions before any delivery obligation arises — specifically, before the start of the Tender Period, which commences three days before contract expiry.
Crucially, FPIs will not be permitted to build or increase positions from T-3 day onward, preventing late accumulation that could create delivery-side stress at expiry. These restrictions effectively keep FPIs as trading participants without exposing them — or the market — to physical delivery obligations.
Why This Regulatory Overhaul Matters
The PMS sector has grown sharply in recent years, driven by rising affluence among high-net-worth investors, but the regulatory architecture had not kept pace. The 2020 regulations were seen as overly restrictive on investment flexibility, limiting the sector's ability to compete with alternative investment funds (AIFs) and offshore wealth vehicles.
The new framework attempts to close that gap while maintaining investor-protection guardrails — notably the client-consent requirement for unlisted debt exposure. Notably, this is part of a broader pattern of SEBI incrementally modernising market-access rules, having previously expanded FPI participation in government securities and corporate bond markets.
The commodity derivatives expansion for FPIs, if it succeeds in attracting overseas capital, could improve price discovery in non-agricultural commodities — a segment that has historically suffered from thin foreign participation. All eyes will now be on how swiftly SEBI issues the operational circulars needed to bring the new regulations into force.