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ESG Debt Securities: Framework for Issuance and Listing in India

– Payal Agarwal, Partner | corplaw@vinodkothari.com

ESG Debt Securities have been formally recognised in India through its inclusion in the SEBI (Issue and Listing of Non-Convertible Securities) Regulations, 2021 (‘NCS Regulations’) vide the 3rd Amendment Regulations, 2024. While the term was defined under Reg 2(1)(oa) of the NCS Regulations, the framework for issuance and listing of the same was awaited to be specified by SEBI [Reg 12A of NCS Regulations]. SEBI has, through a circular dated 5th June 2025, notified the framework for issuance and listing of ESG Debt Securities (‘Framework’). The Framework is applicable for issuance of ESG Debt Securities with effect from 5th June, 2025, that is the date of the circular. Further, the Framework is applicable to ESG Debt Securities other than Green Debt Securities (GDS), for which the existing framework specified by SEBI continues to be applicable. Our article SEBI revises framework for green debt securities discusses the same.

In this article, we discuss the meaning of ESG Debt Securities and the Framework as specified by SEBI.

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