The circular outlines the revised procedures for the appointment, re-appointment, termination, and resignation of specific KMPs within MIIs, which include stock exchanges, clearing corporations, and depositories. It focuses on KMPs in core operational areas—Compliance Officer, Chief Risk Officer, Chief Technology Officer, and Chief Information Security Officer, who are essential to ensuring the MII’s focus on compliance, risk management, and technological resilience over commercial objectives.
— It requires MIIs to engage independent external agencies for identifying candidates, followed by review and recommendation by the Nomination and Remuneration Committee (NRC), and final decision by the Governing Board. Terminations require a fair hearing before the board. It has also introduced flexibility for MIIs to set a cooling-off period for KMPs, including the Managing Director, transitioning to a competing MII. Also, MIIs must record and communicate to SEBI the rationale for not re- appointing a PID after their first term.
