SEBI's New Common Advertisement Code: A Simple Guide for Market Intermediaries

If you are a Research Analyst, Investment Adviser, stock broker or any other SEBI-registered intermediary, the way you advertise is about to change. On 9 October 2026, SEBI notified the SEBI (Intermediaries) (Second Amendment) Regulations, 2026. These add a brand-new Chapter IIID to the Intermediaries Regulations, called the Common Advertisement Code.

In simple terms, SEBI now has one rulebook for advertising that applies to almost every market intermediary. In this blog, we explain what the new code says, what you can and cannot do, and how it differs from the earlier advertisement code for IAs and RAs.

When Does It Come Into Force?

Effective date: 7 April 2027. The regulations apply from the 180th day after their publication in the Official Gazette on 9 October 2026. This gives intermediaries about six months to clean up their marketing material.

Who Does It Apply To?

The code applies to the following "regulated entities":

•      Stock Brokers and Online Bond Platform Providers

•      Depository Participants

•      Investment Advisers (IAs)

•      Research Analysts (RAs)

•      Mutual Funds and Asset Management Companies

•      Portfolio Managers (PMS)

Each category has a "supervisory body" that will monitor compliance. For RAs it is the Research Analyst Administration and Supervisory Body (RAASB), for IAs it is the Investment Adviser Administration and Supervisory Body (IAASB), for brokers it is the stock exchanges, for DPs the depositories, for mutual funds AMFI, and for portfolio managers the APMI.

What Counts as an Advertisement?

Under the new code, an advertisement is any communication, endorsement or representation made by you or on your behalf whose main effect is to promote your product, service, brand or entity, or to invite people to sign up.

It does not matter what format or channel you use. This includes:

•      Print: newspapers and magazines

•      Broadcast: TV, radio and podcasts

•      Digital: your website, social media, YouTube, streaming platforms and news sites

•      Outdoor: billboards, transit ads and in-store displays

•      Short messages: SMS, pop-ups and push notifications

Tip: Your Instagram reels, Telegram posts, WhatsApp broadcasts and YouTube videos can all be advertisements if they promote your services.

What Is NOT an Advertisement?

This is one of the most helpful parts of the new code. SEBI has clearly listed communications that will not be treated as advertisements, as long as they do not promote your products or services or try to get people to sign up:

•      Educational content: content meant to share financial knowledge, provided your branding is minimal and there is no "subscribe now" style call-to-action

•      Research reports to existing clients: as long as they do not make claims about your performance

•      List of services: a factual summary of what you offer, including on your website or app

•      Regulatory communications: messages you are required to send to existing clients

•      Replies to queries: information you send because a client or prospect asked for it

•      Basic company information: your name, logo, website and a description of what you do

•      Product demos: webinars or walkthroughs showing how your platform works, without pushing sales

•      Greetings: festival wishes, condolences and congratulatory messages

•      Recruitment posts: job openings or hiring third-party vendors

•      Sponsorships: sponsoring a TV show or event, showing only your name, logo and basic details

•      Client surveys: feedback forms sent to your registered clients

Important: If any of these communications starts promoting your services or encourages people to sign up, it becomes an advertisement and all the rules apply.

What Every Advertisement Must Include

•      Your name as registered with SEBI

•      Your SEBI Registration Number

•      Your logo, if you have one

•      Disclaimers in the form and manner SEBI specifies from time to time

If the ad is too short to fit these details (such as an SMS or push notification), you must include a link to your official website where all these details are available.

What You Must NOT Do in an Advertisement

The new code lists clear prohibitions. Your ads cannot contain:

✗   Testimonials of any kind. Even genuine client reviews are now not allowed in ads.

✗   Guaranteed or assured returns. No promises of fixed, risk-free or "indicative" returns, directly or indirectly.

✗   Past performance, unless shown in the exact manner SEBI prescribes.

✗   Anything suggesting past results will repeat, or any claim you cannot back up.

✗   Vague hype words like "high returns", "high yield" or "high rated" without a solid basis.

✗   False, misleading, exaggerated or luring content, or content based on assumptions or projections.

✗   Logos or images of SEBI or market institutions like NSE, BSE or the depositories, including photos of their buildings, unless specifically permitted.

✗   Putting down competitors, making unfair comparisons, or copying another entity's ads.

✗   Misleading comparisons between different products or asset classes.

✗   Content that takes advantage of new or inexperienced investors, or slogans that do not match the actual risk of the product.

✗   Indecent, vulgar or offensive content.

Other Important Rules

No freebies to attract clients

You cannot offer vouchers, coupons, tokens, gift certificates or free subscription plans to get clients to sign up, trade, reactivate dormant accounts, invest in schemes, or download your app.

Show stocks only with the right disclaimer

If you show any stock or scheme as an example, you must add the disclaimer: "The securities or scheme(s) are quoted as an example and not as a recommendation." It must appear on the same page of a written ad, or in the same frame of a video, and not just at the end.

Charts and data need a source and date

Any statistics, graphs or charts must show where the data came from and the date or period it covers.

Ratings only from a PaRRVA

You can use ratings or rankings only if they come from a Past Risk and Return Verification Agency (PaRRVA), and only if you explain what they mean, mention that they are just one factor to consider, and the rating covers all relevant market participants in that category.

No dark patterns

You cannot use manipulative design tricks such as fake urgency, hidden costs, forced sign-ups or confusing opt-outs. These are defined in the Central Consumer Protection Authority's Dark Patterns Guidelines, 2023.

Fake or unauthorised ads by others

If someone runs an ad about you without your permission, you must take action (including legal action, if needed) within 7 days of finding out, inform your supervisory body, report the outcome, and publish the details prominently on your website.

No ads during suspension

If your registration is suspended, you cannot issue any advertisement during that period, either directly or indirectly, alone or with anyone else.

Celebrities and Influencers

For the first time, SEBI has laid down rules for celebrity endorsements. The definition of "celebrity" is wide. It includes film and TV actors, top sports persons, TV hosts, reality show winners, virtual influencers, and social media influencers whose follower count crosses the ASCI threshold.

•      Celebrities can promote your brand or entity, and may mention your products by name

•      They cannot make claims about, or push, any specific product or service

•      Every celebrity ad needs prior approval from your supervisory body (or SEBI, if no body is specified)

•      The cost of the celebrity cannot be passed on to clients

•      Your own founders, promoters, directors and senior management appearing in your ads are not treated as celebrities

For RAs and IAs: Paid collaborations with finfluencers will now count as celebrity endorsements if their followers exceed the ASCI limit. Plan for the approval process before signing any influencer deal.

What Has Changed from the Old Advertisement Code?

Until now, IAs and RAs followed the SEBI circular on Advertisement Code dated 5 April 2023. Here is a quick comparison:

Area	Old Code (2023 Circular)	New Code (2026 Regulations)
Legal status	SEBI circular	Part of the SEBI Regulations, so breaches carry stronger consequences
Who it covers	Only Investment Advisers and Research Analysts	All intermediaries: brokers, DPs, bond platforms, IAs, RAs, mutual funds, AMCs, PMS
What is an "ad"	Anything that may influence investment decisions, including research reports	Only content that promotes a service or brand, with a clear list of exclusions
Testimonials	Only misleading or deceptive testimonials banned	All testimonials banned
Past performance	Completely banned	Allowed only in the manner SEBI prescribes
Ratings / rankings	Factual awards from independent bodies allowed	Only ratings from a Past Risk and Return Verification Agency (PaRRVA), with conditions
Celebrities and influencers	No specific rules	Brand-level endorsement only, with prior approval from the supervisory body
Freebies and incentives	Games, contests and prizes banned	Vouchers, coupons, tokens, free subscriptions and similar also banned
Example-stock disclaimer	"For illustration only and not recommendatory"	New wording, and it must appear on the same page or video frame
Charts and data	No specific rule	Source and date must be shown alongside
Logos	SEBI logo banned	SEBI and MII (NSE, BSE, depositories) logos, images and buildings banned
Dark patterns	Not covered	Banned, as per CCPA guidelines
Unauthorised third-party ads	Not covered	Act within 7 days, inform the supervisory body and disclose on your website

Note: The new regulations say SEBI will specify disclaimers and reporting requirements from time to time. A detailed implementing circular is expected. Until then, intermediaries should continue following the existing 2023 circular.

Your Action Checklist

1.     Review your website, app, social media pages, YouTube channel and Telegram/WhatsApp groups

2.     Remove all client testimonials from promotional material

3.     Remove past performance claims unless they follow SEBI's prescribed method

4.     Check that every ad shows your registered name, SEBI registration number and logo

5.     Add source and date to every chart and statistic

6.     Stop any referral coupons, vouchers or free-subscription offers

7.     Review any influencer or celebrity tie-ups and plan for prior approval

8.     Set up a process to catch and act on unauthorised ads within 7 days

9.     Audit your website and app for dark patterns

10. Watch for SEBI's implementing circular on disclaimers and reporting

How Compliancify Consulting Can Help

At Compliancify Consulting, we help SEBI-registered Research Analysts and Investment Advisers stay compliant without the stress. We can help you with:

•      A full review of your existing ads, website and social media content

•      Drafting compliant ad copy, disclaimers and creatives

•      Supporting you with supervisory body approvals for celebrity or influencer campaigns

•      Setting up an internal ad-review process before the code comes into force

Get in touch:

Phone: +91 9873570047

Website: compliancifyconsulting.com

Disclaimer: This blog is for general information and awareness only. It is not legal advice. Please refer to the SEBI (Intermediaries) (Second Amendment) Regulations, 2026 and any circulars issued under it for the exact requirements.