Securities and Exchange Board of India (Portfolio Managers) Regulations, 2020

What it does

The Regulations govern portfolio management. A portfolio manager, for this purpose, pursuant to a contract with a client, advises on or directs or undertakes the management or administration of a portfolio of securities or the funds of the client. Such a person needs a certificate of registration from the Securities and Exchange Board of India. The 2020 Regulations replaced the Securities and Exchange Board of India (Portfolio Managers) Regulations, 1993.

They deal with the conditions of registration, the contract between portfolio manager and client, the disclosures the manager must make, the keeping of client money and securities separate from the manager's own, the maintenance of records and the submission of periodic reports. The Regulations recognise discretionary, non-discretionary and advisory services, which differ in who decides on the investment.

Who it binds

A body corporate that provides portfolio management services, and the officer it names to run that service. The Regulations set a minimum net worth for registration and a minimum investment for each client, and the Securities and Exchange Board of India can inspect a manager and take action for a breach. The Regulations do not bind a client directly, but they set the terms on which a manager may take the client's money.

What has changed, and when

The Regulations came in 2020 and have been amended since. The site's note on co-investment records that, before September 2025, the Securities and Exchange Board of India (Alternative Investment Funds) Regulations, 2012 allowed investors of a fund to co-invest in a portfolio company only through a co-investment portfolio manager registered under these Regulations.

That changed with the Securities and Exchange Board of India (Alternative Investment Funds) (Second Amendment) Regulations, 2025, from 9 September 2025. A Category I or Category II fund may now offer accredited investors a co-investment through a separate co-investment scheme of the fund itself. Each such scheme holds one investee company, cannot borrow, exits when the main scheme exits, and caps an investor's co-investment at three times what the investor put into the same company through the main scheme. Certain development finance institutions, State Industrial Development Corporations and government-owned or government-controlled entities are outside the cap.

What turns on it in practice

The Regulations are named on the site as an instrument also cited in its note on the fund co-investment scheme. For a fund manager, the question that arises is the choice of route. Co-investment through a portfolio manager registered under these Regulations remains open, and the new route through the fund's own scheme sits beside it. The two carry different structures, different regulatory perimeters and different caps, so the choice is a design question for the fund and not a matter of form.

For a business that is considering offering portfolio management services, the first question is whether the activity is portfolio management at all. Managing a client's securities or funds under a contract, whether on a discretionary basis or not, brings the activity within the registration requirement, whatever name the arrangement is given. The second question is the choice between discretionary, non-discretionary and advisory services, which carry different duties.

The Regulations sit with the Securities and Exchange Board of India Act, 1992 and the other regulations on the site's list of related instruments, including the Alternative Investment Funds Regulations, 2012, and the portfolio manager is regulated under all of them for the part of the business each reaches.