SEBI (Foreign Portfolio Investors) (Amendment) Regulations, 2026 — FPI Fees Shift from USD to INR

SEBI (FPI) (Amendment) Regulations, 2026 — What Changed

The Securities and Exchange Board of India (SEBI) has, through Notification No. SEBI/LAD-NRO/GN/2026/310 dated 3rd July 2026, notified the SEBI (Foreign Portfolio Investors) (Amendment) Regulations, 2026. The notification was issued in exercise of powers under Section 30(1) read with Sections 11(1), 11(2)(ba), 12(1) and 12(1A) of the SEBI Act, 1992, and Section 25 of the Depositories Act, 1996, and was published in the Gazette of India, Part III—Section 4, as Notification No. 437 dated 3rd July 2026.

The amendment further modifies the SEBI (Foreign Portfolio Investors) Regulations, 2019 — originally published on 23rd September 2019 and most recently amended in 2025. The central theme of this amendment is a redenomination of FPI-related fees from US dollars to Indian rupees, alongside a new disclosure field in the FPI application form and a revised fee-remittance procedure for designated depository participants (DDPs).

Commencement is staggered: most amendments take effect on the 180th day from the date of Gazette publication, which falls on 30th December 2026. However, the proviso to clause 2 carves out an exception — the new First Schedule disclosure requirement (sub-regulation III of regulation 3, i.e. Item III under clause 3) comes into force immediately, on the date of publication itself.

Regulation 3(2) — Removal of Fee Cross-Reference

In Regulation 3(2), the words "the fee specified in Part A of the Second Schedule and" are omitted. This regulation deals with the requirements an applicant must satisfy for FPI registration; removing this cross-reference is consistent with the Schedule's own fee amounts being revised and restructured elsewhere in this amendment.

Regulation 43B(2) — Fee Redenominated to INR

First Schedule — New Disclosure Field (Effective Immediately)

Paragraphs IV and V of the First Schedule are renumbered as V and VI respectively, and a new paragraph IV is inserted ahead of the renumbered paragraph V:

Second Schedule, Part A — Registration and Late Fees

Clause (1) — Registration Fee Amount and Timing

The registration fee amounts "US $2500 and US $250" are substituted with "Rs. 2,30,000 and Rs. 23,000 in eligible foreign exchange equivalent." Separately, the words "at the time of submission of the Form" are substituted with "prior to the grant of certificate of registration" — shifting when the fee must be paid relative to the registration process.

Clause (4), First Proviso — Late Fee Amounts

The late fee of "US $50" is substituted with "Rs. 4,500 in eligible foreign exchange equivalent," and "US $5" is substituted with "Rs. 500 in eligible foreign exchange equivalent."

Clause (5) — New DDP Fee Remittance Procedure

Second Schedule, Part C — Offshore Fund Conversion Fee

In clause (1) of Part C, the amount "US $800" is substituted with "Rs. 75,000 in eligible foreign exchange equivalent."

Commencement and Signatory

Per clause 2, the Regulations shall come into force on the one hundred eightieth day from the date of publication in the Official Gazette — i.e. 30th December 2026 — except that sub-regulation III of regulation 3 (the First Schedule change) comes into force on the date of publication itself. The notification is signed by Amit Pradhan, Executive Director, carrying reference ADVT.-III/4/Exty./206/2026-27. A closing note confirms the SEBI (FPI) Regulations, 2019 were published on 23rd September 2019 (Notification No. SEBI/LAD-NRO/GN/2019/36) and last amended in 2025 via Notification No. SEBI/LAD-NRO/GN/2025/279.

Key Changes — Old (USD) vs New (INR) Fee Structure

Compliance Checklist — SEBI FPI Fee Redenomination

CorpLawUpdates Analysis

This amendment is best read as a currency and process modernisation exercise rather than a substantive policy shift in who can register as an FPI or what they can do. By fixing INR amounts in place of USD figures across registration, late, and conversion fees, SEBI removes the exchange-rate variability that FPIs and DDPs previously had to account for when budgeting for compliance costs — a change that should, in principle, simplify fee planning even as it changes the headline numbers.

The most operationally significant change for DDPs is the new clause (5) remittance procedure, which introduces a firm 5-working-day window to pass collected fees to SEBI in INR, along with prescribed-format reporting. This converts what may have been a more informal or variable remittance practice into a hard, dated obligation — DDPs should treat this as a process design requirement, not just a fee-amount update.

The staggered commencement is worth flagging clearly to clients: most of this amendment does not bite until 30th December 2026, giving the industry roughly six months to prepare. But the new First Schedule disclosure field is already live from the date of publication, meaning FPI applications processed between now and December should already be capturing date of birth/incorporation information, even while the fee amounts governing those same applications remain unchanged until year-end.

Looking ahead, practitioners advising FPIs and DDPs should watch for any SEBI FAQ or operational circular clarifying the "eligible foreign exchange equivalent" mechanism referenced throughout the INR fee amounts, since the amendment itself does not spell out how that equivalence will be calculated or verified at the point of payment.