In exercise of the powers conferred by sub section (1) of section 28 read with sub section (1) of Section 12 of the International Financial Services Centres Authority

REGD. No. D. L.-33004/99 The Gazette of India CG-GJ-E-08052026-272322 EXTRAORDINARY PART III-Section 4 PUBLISHED BY AUTHORITY No. 307] NEW DELHI, THURSDAY, MAY 7, 2026/VAISAKHA 17, 1948 3211 GI/2026 INTERNATIONAL FINANCIAL SERVICES CENTRES AUTHORITY NOTIFICATION Gandhinagar, the 5th May, 2026 International Financial Services Centres Authority (TechFin and Ancillary Services) (Amendment) Regulations, 2026 F. No. IFSCA/GN/2026/ 008.— In exercise of the powers conferred by sub-section (1) of section 28 read with sub section (1) of Section 12 of the International Financial Services Centres Authority Act, 2019, the International Financial Services Centres Authority hereby makes the following regulations, further to amend the International Financial Services Centres Authority (TechFin and Ancillary Services) Regulations, 2025 (hereinafter referred to as the 'principal regulations'), namely:- 1. In the principal regulations, after Chapter V, the following Chapter shall be inserted namely: - "CHAPTER- VA Trust and Company Services Provider 10A. Definition "Trust and Company Services Provider or TCSP” means an entity which has been granted registration as Tech Fin and Ancillary Services Provider under these regulations to undertake Trust and Company Services Provider services for leasing activities permitted by the Authority. 10 B. Obligation to seek registration (1) An entity desirous of undertaking Trust and Company Services Provider services under these regulations for leasing activities permitted by the Authority, shall not commence its operations in the IFSC, unless it has been granted a certificate of registration by the Authority. (2) An entity desirous of undertaking Trust and Company Services Provider services shall make an application to the Authority in such form and manner as specified under sub-regulation (1) of regulation 6 of these regulations and as part of the application form, submit a declaration that it shall maintain an arm's length relationship between its activities as Trust and Company Services Provider and other services. (3) The certificate of registration granted to an entity for undertaking the Trust and Company Services Provider Services shall be valid unless it is suspended or cancelled by the Authority or voluntarily surrendered by the Trust and Company Services Provider. Provided that the voluntary surrender of certificate of registration shall be effective only after its acceptance by the Authority. Explanation. - Existing TechFin and Ancillary Service Provider desirous of undertaking Trust and Company Services Provider services shall seek separate approval from the Authority to undertake Trust and Company Services Provider Services. 10 C. Legal Form of the Applicant and Eligibility (1) The applicant shall be an entity incorporated as a company or limited liability partnership in the IFSC, or in any other form as may be permitted by the Authority. (2) All the promoters or partners of the applicant entity shall be from a jurisdiction which has not been identified in the public statement of Financial Action Task Force (FATF) as “High-Risk Jurisdictions subject to call for action". 10 D. Permissible services. The permissible services that may be undertaken by a Trust and Company Services Provider in IFSC are specified in the Fifth Schedule of these regulations. 10 E. Fit and Proper Requirements The Trust and Company Services Provider shall ensure that the entity and its principal officer, compliance officer, directors, partners, designated partners, and controlling shareholders are 'fit and proper persons' at all times, in accordance with Regulation 7 of these regulations. 10 F. Governance and Control (1) Every Trust and Company Services Provider shall have a Governing Body in place, which shall, inter-alia, formulate a governance framework commensurate with the scale, nature, complexity and risk profile of its activities. (2) The Trust and Company Services Provider shall establish an internal audit or independent review mechanism, commensurate with the scale, nature, complexity and risk profile of its operations, to inter-alia assess: (a) adequacy of governance and control framework; (b) effectiveness of AML/CFT/ KYC systems and procedures; (c) accuracy and completeness of client and entity records; and (d) adherence to regulatory approvals and service scope. Provided that the Authority may appoint an external auditor to conduct special audits for such class of Trust and Company Services Provider entities where risk profile so warrants. (3) The Trust and Company Services Provider shall maintain, in physical or electronic form, accurate and up- to-date records in respect of: (a) each legal person or legal arrangement administered; (b) details of directors, trustees, protectors, partners and nominee shareholders; (c) trust deeds, constitutional documents, shareholders' agreements and similar instruments, where Trust and Company Services Provider is involved; (d) services provided, service agreements and duration of engagement. (4) Such records as mentioned under sub-regulation (3) shall be: (a) readily accessible for inspection by the Authority or any government authority; (b) retained for a minimum period of five years after cessation of client relationship or such longer period as may be specified under applicable law and regulations; and (c) protected through appropriate data security and confidentiality safeguards. (5) The Trust and Company Services Provider shall establish and maintain internal policies, procedures and system-based controls to ensure effective segregation of duties so that no single function or individual has end- to-end control over client acceptance, service delivery, transaction execution and compliance oversight. (6) The Trust and Company Services Provider shall ensure that the TCSP services for leasing activities permitted by the Authority are conducted as a distinct and adequately resourced line of business supported by appropriate governance arrangements, policies, systems, controls and key personnel. 10 G. Appointment of Principal Officer and Compliance Officer. (1) Every Trust and Company Services Provider shall appoint a Principal officer and Compliance officer in accordance with regulation 9 of these regulations. (2) The Principal Officer and Compliance Officer shall be based out of IFSC and shall be a full-time employee of the Trust and Company Services Provider. (3) The Principal Officer and Compliance Officer shall possess minimum educational qualifications and experience as specified below: (a) A professional or post-graduate qualification in finance, law, commerce, or a related field; (b) In addition to above, the Principal Officer shall have at least five years of post-qualification experience in financial services activity. Provided that a Compliance Officer appointed under any other applicable law or regulations may be redesignated as the Compliance Officer for TCSP business, subject to fulfilment of the above minimum requirements. 10 H. Eligible Services Recipients The Trust and Company Services Provider may provide the services to a Service Recipient, who is a Non- resident and from a jurisdiction which has not been identified in the public statement of Financial Action Task Force (FATF) as "High-Risk Jurisdiction subject to call for action". Provided that a Trust and Company Services Provider may provide services enlisted under Fifth Schedule to a special purpose vehicle in the IFSC, where such special purpose vehicle is the primary service recipient, even if such services are undertaken at the request of, or for the benefit of, a person resident in India. Explanation. - Any person resident in India who sponsors, originates, or finances a special purpose vehicle shall not be considered as a service recipient of the Trust and Company Services Provider merely by reason of such association, and the Trust and Company Services Provider shall render its contractual and fiduciary obligations only towards the special purpose vehicle based in IFSC in accordance with the applicable service agreements. 10 I. Reporting requirements (1) The Trust and Company Services Provider shall furnish information relating to its operations to the Authority, in such manner, interval and form, as may be specified by the Authority. (2) Any financial reporting by the Trust and Company Services Provider to the Authority shall be in US Dollar, unless otherwise specified by the Authority 10 J. Action in case of default (1) The Trust and Company Services Provider who contravenes any of the provisions of these regulations, guidelines, circulars or direction made thereunder, shall be liable for enforcement action under the Act, including but not limited to suspension or cancellation of registration. (2) No enforcement action as referred to in sub-regulation (1) shall be taken without giving the Trust and Company Services Provider a reasonable opportunity of being heard by way of written submissions. 10 K. Professional indemnity insurance Every Trust and Company Services Provider shall maintain professional indemnity insurance cover, commensurate with the scale and risk profile of its business, to protect against claims arising from negligence, errors, omissions or breach of duty. 10 L. Conflict of interest framework Every Trust and Company Services Provider shall identify and wherever appropriate, disclose conflicts of interest arising in the course of its business, and maintain a documented conflict management policy. 2. In the principal regulations, after The Fourth Schedule, the following Schedule shall be inserted namely: - THE FIFTH SCHEDULE [refer regulation 10D] A Trust and Company Services Provider may undertake one or more of the following services for leasing activities permitted by the Authority. (i) acting as an agent for setting up trusts, companies, limited liability partnerships or any other body corporate; (ii) acting as or arranging for another person, as the case may be, to act as: (a) trustee, in case of express trust or performing the equivalent function for any other type of trust; (b) a director or company secretary or a nominee shareholder, in case of a company; (c) a partner or a designated partner, in case of limited liability partnerships; (d) any equivalent person, by whatever name called, in case of a body corporate; (iii) providing a registered office, business address, correspondence or administrative address for a trust, company or limited liability partnership or body corporate, as may be permitted by applicable law; (iv) any other services as may be permitted by the Authority. PRAVEEN TRIVEDI, Executive Director [ADVT.-III/4/Exty./75/2026-27]