Research Analyst Code of Conduct

Last updated: 21 October 2026

The research analyst code of conduct is set out in the Third Schedule of the SEBI (Research Analysts) Regulations, 2014, and regulation 24(2) requires every research analyst and research entity to abide by it. It has eight short principles: honesty and good faith, diligence, managing conflicts of interest, no insider trading or front running, confidentiality, professional standards, compliance, and senior management responsibility. The code is brief, but SEBI reads it alongside detailed rules elsewhere, and proving you follow it mostly means keeping clean records, something a CRM for SEBI research analysts helps with.

This guide explains each principle, the regulations and circulars that give it teeth, and practical examples. It is not legal advice; check the current regulations and the master circular on sebi.gov.in.

The Third Schedule is titled "Code of Conduct for Research Analyst". It applies to the RA or research entity and, for several principles, to its employees. Proxy advisers, which are also registered under the RA Regulations, must follow it too. Because it sits inside the regulations, a breach of the code is a breach of the regulations, which SEBI deals with under regulation 32 and the SEBI Act.

The code does not stand alone. The Investor Charter in the master circular lists what clients can expect, such as honest treatment and confidentiality, and the master circular's general guidelines on conflicts of interest apply to all intermediaries. Read together, they describe how SEBI expects an RA to behave.

Honesty covers what you say to clients and to the public. The advertisement code in the master circular turns it into specific rules: no false or misleading statements, no misleading testimonials, no promise of assured or risk-free returns, no "percentage accuracy" claims, and no superlatives such as "best" or "No. 1". Past performance may only be shown using metrics verified by PaRRVA, under the conditions SEBI sets.

Principles 2 and 6 are about the quality of research. Regulation 18(7) requires adequate documentary basis for every report, and regulation 20 requires facts from reliable sources, defined and consistent terms and ratings, and recommendations corroborated by data and analysis. The master circular adds that every research service, including a short trading call, must be backed by a research report you keep on record.

Principle 3 asks you to address conflicts and disclose them. The regulations spell out how.

Principle 4 bans insider trading and front running, including trading ahead of your own report. Regulation 16 sets concrete limits for independent RAs, part-time RAs, analysts employed by research entities and their associates.

Keep a dated record of when each report or call went out. If your own trades are ever questioned, that timeline is your evidence.

Principle 5 requires a report to stay confidential until it is made public. Regulation 22 adds that you must not give a report to internal traders or a favoured client or class of clients ahead of others who are entitled to it. The Investor Charter also promises clients that their own information stays confidential unless the law requires disclosure or they consent, and that you respect their data privacy.

Principle 7 is simple: comply with every applicable rule. Principle 8 puts primary responsibility for conduct and procedures on senior management. For a non-individual RA, regulation 26 requires a compliance officer, or an independent ICAI, ICSI or ICMAI professional with NISM certification, in which case the principal officer must give an undertaking that they remain responsible for compliance. The annual compliance audit under regulation 25(3) tests all of this each year.

Accountability also covers your team. Regulation 24(5) makes you responsible for ensuring employees and partners meet the qualification and certification rules, and client-facing staff are treated as persons associated with research services. See annual compliance audit and monthly compliance checklist.

Regulation 32 says an RA that contravenes the Act, the regulations or circulars is dealt with under the SEBI Act and the SEBI (Intermediaries) Regulations, 2008. After an inspection, regulation 31 lets SEBI bar an RA from giving recommendations for a period, order refunds of fees with interest, or prohibit access to the capital market. SEBI regularly publishes orders against research analysts on its website, and reading a few is a useful way to see which conduct draws action.

• Written internal policy on personal dealing, conflicts and research independence.
• Disclosures of interests, holdings and AI use in every report and public appearance.
• Rationale and data on file for every recommendation, kept for five years.
• A dated log of when each report or call was sent, and to whom.
• Marketing checked against the advertisement code and approved where required.
• Terms, MITC and consent recorded before any service or fee.
• Staff certification tracked, with a named person responsible for compliance.

The code is about behaviour, but SEBI checks behaviour through records. A CRM for SEBI-registered research analysts such as Finuro helps keep those records: recommendation records with rationale and disclaimers, delivery logs across email, WhatsApp and Telegram, e-signed consent, team roles and permissions, and an audit trail of who changed what. Finuro does not give compliance or legal advice, so check the current rules on sebi.gov.in and take professional advice where needed.

• Recommendation records: each call with rationale, disclaimer and delivery log
• Audit trail: a time-stamped history of changes by user
• Team roles and permissions: control who can publish calls
• Communication records: client conversations kept in one inbox