Procedure for Registration of Portfolio Manager with SEBI

Akanshi Verma

Akanshi Verma

Published on: Apr 14, 2026

Priya Gandhi

Updated on: Apr 14, 2026

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Introduction

Portfolio Managers are corporate entities that are authorized to manage or oversee clients’ portfolios of securities or funds based on mutually agreed terms. In such arrangements, the client does not retain day-to-day control over investment decisions.

The process for registering a Portfolio Manager with the Securities and Exchange Board of India (SEBI) is mainly regulated under the SEBI (Portfolio Managers) Regulations, 2020.

APPLICABLE PROVISIONS

1. Regulation 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 15, 26 of SEBI (Portfolio Manager) Regulations, 2020
2. Chapter I of Master Circular for Portfolio Managers

MANDATORY REQUIREMENT

1. The Applicant must
   • Be a body corporate incorporated in India
   • Have a minimum NW of Rs. 5 crore
   • Have an adequate infrastructure, system and manpower
   • Appoint Principal Officer and Compliance Officer
   • Appoint Custodian
2. The applicant and its key personnel must be “Fit and Proper Person”.

PROCEDURE FOR REGISTRATION

1. Ensure Meeting Capital Adequacy and NW Requirements:

   Applicant seeking registration as Portfolio Manager, must ensure a minimum NW of Rs. 5 Crore, which must be maintained on an ongoing basis throughout the period of registration.

2. Appointment of Key Personnel

   The applicant must appoint:

   • The Principal Officer, who oversees all portfolio management activities, must meet the following requirements:
     • Hold a professional qualification in Finance, Law, Accountancy, or Business Management, or possess a CFA Charter, or have completed a minimum one-year NISM Post Graduate Program
     • Have at least five years of experience in securities market operations, including a minimum of two years in portfolio management, investment advisory, or fund management
     • Possess a valid and relevant NISM certification, which must be renewed before its expiration
   • Compliance officer who is responsible for regulatory compliance
   • Other qualified personnel with any Graduation degree and experience of at least 2 years in related securities market activities (e.g., stock broker, fund manager, etc.).
3. Filing of Application Form:
   • Important documents which provide full disclosure to regulators are prepared, such as:
     • Details of directors and key personnel
     • Net Worth Certificate
     • Business plan and operational details
     • Infrastructure and compliance framework
   • The application shall file an application in Form A (Application for Grant of Certificate of Registration) of Schedule I, through SEBI Intermediary Portal along with:
     • Supporting documents as specified in Schedule I
     • Non- Refundable application fees as specified in Schedule II

   Note:

   • Weblink for making applications (https://siportal.sebi.gov.in/intermediary/index.html)
   • User Manual for Registration is available at (https://siportal.sebi.gov.in/intermediary/index.html)
4. Regulatory Authority to seek clarification:
   • SEBI may require additional information or clarification
   • The applicant or its principal officer may be required to appear before SEBI
   • SEBI may reject the application after giving an opportunity of being heard and such decision to reject the application should be communicated to the applicant within 30 Days
   • The rejection shall be communicated to the applicant.
5. Grant of Registration Certificate:
   • Upon satisfaction, SEBI Grants Certification of Registration as per Form B of Schedule I
   • The certification remains valid unless suspended or cancelled by board.
6. Key notes points for Portfolio Managers

   Portfolio Manager shall:

   • Comply with the Code of Conduct prescribed under Schedule III
   • Take full responsibility for managing the client’s portfolio and make investment decisions independently, as per the agreement
   • Keep each client’s funds and securities in separate accounts, ensuring no mixing with the manager’s own assets
   • Engage a SEBI-registered custodian to hold securities and oversee fund movements, unless an exemption applies
   • Provide the client with a Disclosure Document at least two days before entering into an agreement, outlining strategies, risks, and performance history
   • Execute a Portfolio Management Services (PMS) agreement clearly stating fees, objectives, and duration.
   • Submit reports to the client at least once every three months, including details of holdings, value, transactions, and expenses
   • Maintain proper records and books of accounts for each client for a minimum of eight years
   • Ensure annual audit of client accounts by an independent qualified auditor
   • Maintain adequate infrastructure, including office space and qualified personnel such as a Principal Officer and Compliance Officer, to ensure smooth functioning and compliance.

ABBREVIATIONS USED

• SEBI: Securities and Exchange Board of India
• NW: Net Worth
• NISM: National Institute of Securities Markets
• CFA: Chartered Financial Analyst

IMPORTANT LINKS

• https://siportal.sebi.gov.in/intermediary/index.html
• https://www.sebi.gov.in/sebi_data/docfiles/20625_t.html