The recent report of the high-level committee, appointed in the backdrop of allegations against Ms Buch, on a Conflict-of-Interest Code for SEBI employees and top management, has generated strong expectations outside SEBI and would have triggered discomfort within. While the stated goal—ensuring decisions are fair and perceived as fair—is unexceptionable, many recommendations appear excessive, intrusive, and misaligned with SEBI’s own regulatory philosophy. When seen alongside SEBI’s weak vigilance culture and inconsistencies in high-profile cases, the proposals look more like image management than genuine reform.

An Overreach in the Name of Transparency: The report proposes extensive disclosures of personal assets and investment restrictions for employees, senior officials, and even financially independent family members. While transparency is important, such requirements raise concerns of proportionality, privacy, and employee safety. Globally, conflict-of-interest frameworks follow the principle of “need-to-know”, requiring internal disclosures limited to interests that can influence decisions. This report, however, demands a lot more information than necessary, even from mid-level officials with no market-moving responsibilities.

More troubling is the extension of obligations to spouses or relatives with independent incomes. This contradicts SEBI’s own insider-trading rules, which restrict disclosures only to dependents. Instead of focusing on areas where conflicts actually arise—at the Board level—the report places the burden........

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