Revised Block Deal Framework

On 8-10-2025, the Securities and Exchange Board of India (‘SEBI’) notified the Review of Block Deal Framework, introducing a series of amendments aimed at strengthening transparency, efficiency, and regulatory oversight in large-volume equity trades. These changes reflect evolving market conditions and are based on recommendations from a SEBI Working Group, deliberations in the Secondary Market Advisory Committee (‘SMAC’), and public feedback.

The revised framework will be effective 60 days from the date of notification, i.e., 7-12-2025.

Key Takeaways:

  1. A block deal refers to the execution of large trades through a single transaction, typically negotiated between two parties, without putting either the buyer or seller at a disadvantage. These trades are conducted in designated windows outside the regular market to minimize price disruption

  2. SEBI has formalized two distinct trading windows for block deals:

    • Morning Block Deal Window:

      ○ Timing: 08:45 AM to 09:00 AM

      ○ Reference Price: Previous day’s closing price

    • Afternoon Block Deal Window:

      ○ Timing: 02:05 PM to 02:20 PM

      ○ Reference Price: Volume Weighted Average Price (‘VWAP’) of trades executed between 01:45 PM and 02:00 PM

      ○ VWAP is calculated and disseminated between 02:00 PM and 02:05 PM

  3. SEBI’s revised Block Deal Framework introduces several important changes to improve market transparency and efficiency.

  4. The minimum order size has been increased from ₹10 crore to ₹25 crore, reflecting deeper market liquidity and institutional activity.

  5. The price band for block deals has been widened to +3% of the reference price, offering more flexibility than the earlier ±1% range.

  6. All trades must result in actual delivery, squaring off or reversal is not permitted. Block deals are now allowed under both the T+1 and optional T+0 settlement cycles.

  7. Exchanges must disclose block deal details, including scrip name, client identity, quantity, and price, after market hours on the same day.

  8. Additionally, exchanges, clearing corporations, and depositories are required to apply standard trading, settlement, and surveillance protocols to block deal windows, ensuring consistency with regular market operations.

  9. Market Infrastructure Institutions (‘MIIs’) have been directed to take necessary steps:

    • Implement necessary systems and processes

    • Amend relevant byelaws, rules, and regulations

    • Disseminate the circular to market participants and investors via their websites

  10. By raising thresholds, expanding price bands, and enforcing delivery and disclosure norms, the framework ensures that block deals remain a transparent and efficient mechanism for executing large trades.

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