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SEBI Guidelines

SEBI Guidelines for the Social Stock Exchange

The Securities and Exchange Board of India (SEBI) has established comprehensive guidelines to ensure the effective functioning of the Social Stock Exchange — maintaining transparency, accountability, and investor protection.

Transparency Accountability Investor Protection

Regulatory Snapshot

Key elements at a glance

SSE

Eligibility & structure checks

Disclosures & impact reporting

Due diligence verification

Ongoing compliance & audits

Key elements

What SEBI expects for SSE participation

Eligibility Criteria
Element 01

Eligibility Criteria

NGOs and social enterprises must meet specific criteria regarding legal structure, operational history, and financial performance to be eligible for listing.

SEBI • SSE
Disclosure Requirements
Element 02

Disclosure Requirements

Detailed disclosure of financial statements, social impact metrics, governance structures, and use of funds is mandatory.

SEBI • SSE
Due Diligence
Element 03

Due Diligence

Thorough due diligence is conducted to verify the authenticity and credibility of applicant organizations.

SEBI • SSE
Compliance with Regulations
Element 04

Compliance with Regulations

Adherence to SEBI regulations, including periodic reporting and audit requirements, is mandatory to ensure continued listing on the SSE.

SEBI • SSE

How it works

A simple compliance path for NGOs

SEBI’s framework focuses on eligibility, credible disclosures, verification, and continued reporting—so investors can trust outcomes and governance.

Step 1

Eligibility

Confirm legal structure, history, and baseline readiness.

Step 2

Disclosures

Financials, governance, impact metrics, and fund usage.

Step 3

Due diligence

Verification of credibility and authenticity of submissions.

Step 4

Ongoing compliance

Periodic reporting, audits, and timely disclosures.

Eligibility

Who can register on the SSE

To register — or raise funds — a non-profit must be a registered charitable entity that clears SEBI's baseline:

  • Constituted as a charitable trust, society, or Section 8 company
  • Registered and operational for at least 3 years
  • Valid 12A / 12AA / 12AB registration (valid ≥ 12 months from listing)
  • Valid 80G registration under the Income-tax Act
  • Minimum ₹50 lakh annual spend in the prior financial year
  • Minimum ₹10 lakh funding received in the prior financial year
  • Not dependent on a single corporate for more than 50% of its funding

Political and religious organisations are not eligible. SEBI revises these thresholds periodically — confirm current limits before applying.

Two ways to participate

Register only

Make continuous disclosures on the SSE without raising funds — building a public, verifiable track record.

Register and raise

NPOs raise via Zero Coupon Zero Principal (ZCZP) instruments; for-profit enterprises use equity, debt, or development-impact bonds.

Continuing disclosure

Within 60 days of the financial year-end — annual disclosure on general, governance, and financial aspects.

Within 90 days — an annual impact report assessed by a SEBI-recognised Social Auditor (SEBI has granted extensions in some years).

Current framework

Reflecting SEBI's latest SSE rules

A SEBI circular dated 15 April 2026 (effective immediately) introduced two relaxations that matter most for NPOs:

  • NPO registration validity extended from 2 to up to 3 years (a two-year non-fundraising window, extendable by one year with SSE approval).
  • ZCZP minimum subscription is 75%, which the SSE may reduce to 50% subject to its due diligence, considering the subscription scenario.

Always confirm the current position against SEBI's notifications before acting.