The Securities and Exchange Board of India (SEBI) has recently issued a circular regarding the advertisement code to be followed by all registered Investment Advisers (IAs) and Research Analysts (RAs). The circular aims to strengthen the conduct of IAs and RAs while issuing any advertisement and to ensure compliance with the advertisement code as prescribed by SEBI.
SEBI Circular dated 05/04/2023: Advertising Code/ Guidelines for Investment Advisers (IAs) & Research Analysts (RAs)
Forms of Communication
As per the circular, the advertisement code shall be applicable to all forms of communication issued by or on behalf of IAs and RAs that may influence investment decisions of any investor or prospective investor. This includes pamphlets, circulars, brochures, notices, research reports, electronic mail, text messaging, messaging platforms, social media platforms, radio, telephone, or any other form of communication over the internet or audio-visual form.
Information/Disclosures in the Advertisement
The advertisement must contain accurate, true, and complete information in unambiguous and concise language. It should include the name of the IA/RA as registered with SEBI, registered office address, SEBI Registration No., logo/brand name/trade name of IA/RA, and CIN of the IA/RA (if applicable). The advertisement must also include a standard warning in legible fonts (minimum 10 font size) that states “Investment in securities market are subject to market risks. Read all the related documents carefully before investing.”
In audio-visual media-based advertisements, the standard warning must be audible in a clear and understandable manner. If the advertisement is issued in a language other than English, the standard warning must be accurately translated. In case the mode of advertisement is SMS/Message/Pop-up, etc., the official website hyperlink should be provided, and the website must contain all the necessary details.
Whenever specific securities are displayed in the advertisement, a disclaimer stating “The securities quoted are for illustration only and are not recommendatory” must be mentioned. The advertisement and communications/correspondences with clients must also include the disclaimer that “Registration granted by SEBI, membership of BASL (in case of IAs) and certification from NISM in no way guarantee performance of the intermediary or provide any assurance of returns to investors.”
Prohibitions in the Advertisement
The advertisement must not contain anything that is prohibited for publication under the law, false, misleading, biased, or deceptive statements, misleading or deceptive testimonials, statements likely to mislead the investor, statements designed to exploit the lack of experience or knowledge of the investors, exaggerated statements, extensive use of technical or legal terminology, reference to any report, analysis, or service as free unless it actually is, any promise or guarantee of assured or risk-free return, reference to past performance of the IA/RA, superlative terms such as “Best”, “No. 1”, etc., and use of SEBI logo.
Other Compliances/Requirements
Prior approval for the advertisement/material must be obtained from a SEBI recognized supervisory body (e.g. BSE Administration & Supervision Ltd. (BASL) in case of IAs) before it is issued. The IA/RA shall not issue any advertisement during the period of suspension imposed by SEBI and/or by SEBI recognized supervisory body. The IA/RA shall not engage in games, leagues, schemes, competitions, etc. that may involve distribution of prize monies, medals, gifts, etc. The norms shall be applicable to any other investment/research/consultancy agency associated with the IA/RA concerned and issuing advertisement wherein the IA/RA has been named in the advertisement. The IA/RA must retain a copy of the advertisement for a period of five years in accordance with Regulation 19(2) of the SEBI (Investment Advisers) Regulations, 2013 and Regulation 25 (2) of SEBI (Research Analysts) Regulations, 2014 respectively. Additionally, the IA/RA must comply with any additional guidelines as specified by SEBI or SEBI recognized supervisory body from time to time.
Effective Date
The provisions of this circular shall be applicable with effect from May 01, 2023.
Conclusion
SEBI’s advertisement code for Investment Advisers and Research Analysts aims to protect the interests of investors in the securities market and promote the development and regulation of the securities market. The code lays down the guidelines for all forms of communication, information/disclosures, and prohibitions in the advertisement, along with other compliances/requirements. IAs and RAs must ensure compliance with the advertisement code to maintain transparency and integrity in their dealings with investors.