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SEBI, by way of the SEBI (Merchant Bankers) (Amendment) Regulations, 2025, dated December 3, 2025 (‘MB Amendment'), has amended the SEBI (Merchant Bankers) Regulations, 1992. The MB Amendment has now introduced two categories of registrations that an entity can apply for, i.e., Category I or a Category II Merchant Banker (‘MB'). Further, the MB Amendment has introduced various new amendments, including but not limited to revised net worth requirements, introduction of a list of permitted activities that can be undertaken by Category I and Category II MBs, (with a specific requirement to have a minimum revenue generated from such specific activities) and requirements to create separate business units for activities which are not permitted. Additionally, the MB Amendment has also introduced restrictions on outsourcing of specific core activities of an MB, such as due diligence and preparation of offer documents and introduced new rules for appointing a principal officer, data localisation requirements for MBs, etc.
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