Trading window closure
The period around a results declaration in which designated persons and their immediate relatives may not trade in the company's securities.
30 Sept 2026
- SEBI
- Insider trading and takeovers
- Not specified
- 2026-09-01
For financial results the trading window closes from the end of every quarter and reopens 48 hours after the results are declared. The rule sits in clause 4 of Schedule B to the PIT Regulations, read with Reg 9, and the closure is enforced by the depositories, which freeze the PANs of designated persons and their immediate relatives at ISIN level. From 10 June 2025 a proviso says the window need not be closed for unpublished price sensitive information that does not emanate from within the company.
The clause 4 text has not changed, but two things around it have. From 10 June 2025 the window need not be closed for unpublished price sensitive information that does not come from inside the company. And closure for financial results is now enforced by a depository-level PAN freeze that was extended to immediate relatives of designated persons by circular SEBI/HO/ISD/ISD-PoD-2/P/CIR/2025/55 dated 21 April 2025, since consolidated into the Master Circular on Surveillance of Securities Market.
All dates this year
Deadlines counted from an event
The trading window reopens no earlier than 48 hours after the unpublished price sensitive information becomes generally available, which for financial results is the declaration to the exchanges.
The rule
The trading window for the declaration of financial results closes from the end of every quarter. Clause 4(2) of Schedule B requires the closure to begin at least at the end of the relevant quarter and to stay in force until the information becomes generally available.
The trading window reopens no earlier than 48 hours after the unpublished price sensitive information becomes generally available, which for financial results is the declaration to the exchanges.
Who must comply
- Designated persons identified by the company under its code of conduct
- Immediate relatives of designated persons, whose PANs the depositories also freeze at ISIN level
- Promoters, members of the promoter group, directors and key managerial personnel to the extent the company designates them
- From 10 June 2025 the window need not be closed for unpublished price sensitive information that does not emanate from within the listed company
- Clause 4 permits trades that the code of conduct itself allows even during a closure, such as an approved trading plan under Reg 5
Statutory basis
- PIT Schedule B clause 4(1) and 4(2), trading window closure, read with Reg 9
- PIT Schedule B clause 4(1), proviso: the window need not be closed for UPSI not emanating from within the listed company
- PIT Regulations, 2015, consolidated text as amended to 12 March 2025 (PDF)
- Master Circular on Surveillance of Securities Market, paragraph 5.2 and Annexures 4 to 6, PAN-ISIN level freeze for trading window closure
Before you file
- Maintain a current list of designated persons.
- Collect the PANs of designated persons and of their immediate relatives.
- Fix the board meeting date for the results before the quarter closes.
- Decide, for any other unpublished price sensitive information, whether it emanates from within the company.
How to file
- Close the trading window from the end of the quarter.
- Tell designated persons and their immediate relatives the closure dates.
- Give the designated depository the window start and end dates.
- Reject any pre-clearance request that falls inside the closure.
- Declare the results to the stock exchanges.
- Reopen the window 48 hours after that declaration.
- Do not close the window for unpublished price sensitive information that comes from outside the company.
If you miss it
A trade inside a closed window is first a breach of the company's own code of conduct, so clause 12 of Schedule B applies: the company takes action against the designated person, and any amount it collects goes to the SEBI Investor Protection and Education Fund. Where the person also traded while in possession of unpublished price sensitive information, SEBI adjudicates under section 15G of the SEBI Act at ₹25 crore or three times the profit made, whichever is higher. A failure by the company to operate the window at all falls under section 15HB, up to ₹1 crore.
- The depositories freeze the PANs of designated persons and their immediate relatives at ISIN level, so an attempted trade during the closure is usually blocked rather than penalised after the fact
- The company has to report the code of conduct breach to the stock exchange in the prescribed format under clause 13 of Schedule B
- The breach and the action taken feed the compliance officer's report to the board or the audit committee chair
Recent changes affecting this
Common questions
When does the trading window close and reopen?
It closes from the end of the quarter and reopens 48 hours after the results are declared to the exchanges. Companies routinely close it earlier than the quarter end, which clause 4(2) allows, because the end of the quarter is a floor rather than a target.
Does the window have to close for every kind of UPSI?
No, and this changed on 10 June 2025. A proviso to clause 4(1) says the window need not be closed for unpublished price sensitive information that does not emanate from within the listed company. The same amendment gave that externally sourced information a two-calendar-day database entry window.
Who enforces the closure?
The depositories. Under paragraph 5.2 of the Master Circular on Surveillance of Securities Market the company gives the designated depository its window dates and the PANs of designated persons and their immediate relatives, and the holdings are frozen at ISIN level for the closure.