What is the SEBI Stewardship Code? A 2026 guide

The SEBI Stewardship Code is a set of six principles for how institutional investors look after the money they manage in the companies they hold: monitoring those companies, engaging with them, voting their shares, and telling their own investors what they did. SEBI issued it by circular dated 24 December 2019 for all mutual funds and all categories of alternative investment funds, and it took effect on 1 July 2020. This guide explains what the SEBI Stewardship Code requires, who it binds, and where the resulting disclosures actually appear. It is not investment advice.

What are the six principles?

The code is drafted as principles rather than a rulebook, with each one requiring a published policy and periodic reporting against it:

1. A stewardship policy. Formulate a comprehensive policy on discharging stewardship responsibilities, publicly disclose it, and review it periodically.
2. Conflicts of interest. Have a policy for identifying and managing conflicts, and disclose it.
3. Monitoring. Monitor investee companies.
4. Intervention and collaboration. Set out a clear policy on when and how to intervene, and on collaborating with other institutional investors where appropriate.
5. Voting. Maintain a voting policy and disclose voting activity.
6. Reporting. Report periodically on stewardship activities.

Principle 5 is the one that produces a public, checkable record. The rest are policies about conduct; voting disclosure is a list of decisions with dates attached.

The code, and the separate duty to vote

A common confusion is worth separating out. The Stewardship Code requires a voting policy and disclosure of voting activity. It does not by itself compel a fund to cast a vote.

That obligation came from a separate SEBI circular dated 5 March 2021, phased in:

SEBI also directed that a mutual fund must cast its vote for or against. An abstention is not counted as having voted, which closes the easiest way to satisfy a voting requirement without taking a position.

The disclosure architecture sits alongside. Asset management companies disclose the votes they cast on their website quarterly, within 10 working days of the quarter end, with the rationale recorded for each resolution, and repeat the detail in the annual report. That framework carried across into the SEBI (Mutual Funds) Regulations, 2026, approved by the SEBI board on 17 December 2025, notified on 14 January 2026 and in force from 1 April 2026, which replaced the 1996 regulations.

Why the stewardship record is worth reading

A shareholding pattern tells you a fund owns a stake. The stewardship disclosures tell you what the fund did with the votes attached to it, which is a different question and often a more revealing one. A fund voting against a related party transaction or a remuneration resolution at a company it holds is on record doing so, with a date.

For the practical steps of finding those records, see how to track mutual fund voting disclosures. For the equivalent US record, where funds and large managers file their proxy votes annually with the SEC, see what is a Form N-PX filing and the side-by-side in N-PX vs SEBI voting disclosure. The code also reaches alternative investment funds, whose holdings are far less visible than a mutual fund's. Flock reads disclosure filings and keeps each one dated and linked to its source. What any of it means for your money is your call to make.