THE POLICY EDGE

SEBI Moves to Curb Misleading Investment Advertisements and Online Manipulation

SEBI has proposed a common advertising framework across brokers, mutual funds, investment advisers and research analysts, with stronger disclosure requirements, restrictions on celebrity endorsements, and a ban on deceptive digital marketing practices

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Key Details

The proposed Common Advertisement Code (CAC) seeks to replace fragmented advertising rules with a unified framework focused on investor protection, transparency and digital-era marketing practices.

Theme

Proposed Change

Why It Matters

Regulatory Harmonisation

Common Advertisement Code across multiple SEBI-regulated entities

Creates a consistent advertising standard across the securities market

Investor Protection

Ban on claims of assured, guaranteed or risk-free returns

Reduces misleading investment promotions

Digital Advertising

Prohibits dark patterns, hidden disclosures and artificial urgency tactics

Protects investors from manipulative online marketing

Transparency

Mandatory display of entity name, SEBI registration details and risk disclosures

Improves informed decision-making

Celebrity Endorsements

Celebrities may promote entities but not specific financial products or services

Limits influence-based investment decisions

Educational Content

Genuine investor education content exempt from advertising rules

Encourages financial literacy while preventing disguised promotions

Regulatory Oversight

Shift from pre-approval models towards post-issuance monitoring and enforcement

Modernises supervision for digital advertising environments

Short-Form Media

SMS, notifications and similar formats must provide access to full disclosures

Improves transparency in digital communications


Summary

The Gist: SEBI Wants One Advertising Standard Across the Securities Market

SEBI has released a consultation paper proposing a Common Advertisement Code (CAC) for a wide range of regulated entities, including stock brokers, mutual funds, investment advisers, research analysts, portfolio managers, depository participants and online bond platform providers.

The proposal seeks to replace the current system where different categories of market participants operate under separate advertising rules. According to SEBI, the growth of digital platforms, social media promotion, finfluencer content and app-based investing has increased the need for a more consistent framework governing how financial products and services are marketed to investors.

Misleading Return Claims and Digital Manipulation Come Under Focus

A central objective of the proposal is to strengthen investor protection against misleading financial promotions.

The draft code prohibits advertisements that directly or indirectly suggest assured returns, guaranteed profits or risk-free investments. Performance claims would need to be accompanied by clear disclosures regarding the relevant period, source of data and associated risks.

The consultation paper also addresses dark patterns—digital design techniques that manipulate user behaviour. Practices such as artificial countdown timers, hidden costs, forced sign-ups, difficult opt-out processes and misleading interface design would be prohibited under the proposed framework.

Celebrity Endorsements Face New Restrictions

The draft code proposes tighter rules on the use of celebrities and influencers in financial advertising.

While public personalities may continue to participate in corporate branding and awareness campaigns, they would not be permitted to endorse specific investment products, schemes, recommendations or financial services. The proposal reflects growing regulatory concern that investment decisions may increasingly be influenced by popularity rather than product suitability or risk assessment.

Transparency and Disclosure Requirements Are Strengthened

SEBI proposes standardised disclosure requirements across all covered entities.

Advertisements would be required to prominently display the regulated entity’s name, registration details and prescribed risk disclosures. For short-format digital communications such as SMS messages, notifications and online banners, investors must be provided with direct access to complete disclosures through links or other mechanisms.

The objective is to ensure that investors receive sufficient information regardless of the communication channel being used.

Financial Education Receives a Separate Treatment

The consultation paper distinguishes between financial education and financial promotion.

Content that explains concepts such as diversification, mutual funds, SIPs or financial planning without promoting a particular entity or product may be exempt from the advertising framework. The proposal seeks to encourage genuine investor education while preventing promotional content from being disguised as educational material.

Regulatory Oversight Moves Towards Continuous Monitoring

The draft framework also signals a shift in supervisory approach.

Instead of relying heavily on pre-publication approvals, SEBI proposes greater use of post-issuance monitoring, supported by surveillance mechanisms and enforcement actions against non-compliant advertisements. This reflects the realities of digital marketing, where content can be created and distributed rapidly across multiple platforms.


What are Dark Patterns?

Dark patterns are user-interface or design techniques that intentionally influence users into making decisions they may not otherwise choose. Examples include hidden charges, difficult cancellation processes, misleading consent requests, artificial urgency messages and interface designs that obscure important information. Regulators increasingly view dark patterns as a consumer protection issue because they can distort decision-making and undermine informed consent.


Policy Relevance

  • Creates a unified advertising framework across multiple categories of SEBI-regulated entities, reducing regulatory fragmentation.

  • Strengthens investor protection by restricting misleading return claims and deceptive marketing practices.

  • Addresses emerging risks from digital finance, including finfluencer content, app-based investing and social media promotions.

  • Brings consumer-protection principles into securities regulation through restrictions on dark patterns and manipulative interface design.

  • Encourages clearer risk communication through standardised disclosure requirements across advertising formats.

  • Supports investor education by distinguishing genuine financial literacy initiatives from promotional marketing.


Follow the Full Consultation Paper Here: CONSULTATION PAPER Common Advertisement Code for Specified SEBI Regulated Entities

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