# SEBI (Investment Advisers) Regulations 2013 -- Safe-Harbour Mapping
Effective from 9 May 2026. Version 1.1.0.
This memorandum records why ElevateFinance Private Limited ("**ElevateFinance**" or the "**Supplier**") operates the Platform without registration under the Securities and Exchange Board of India (Investment Advisers) Regulations 2013 (the "**IA Regulations**"). It is read together with the Disclaimer, the Master Services Agreement (the "**MSA**"), and the Terms of Service.
## Defined terms
In this memorandum:
- "**Service**" or "**Platform**" means the software-as-a-service
product operated by ElevateFinance.
- "**Output**" means anything produced by the Platform, including
computations, citations, draft returns, and optimiser scenarios.
- "**User**" means a natural person who uses the Platform.
- "**Investment Advice**" has the meaning given in
Regulation 2(1)(g) of the IA Regulations.
## 1. The Service computes tax consequences, not investment advice
**Plain-language summary.** When a User asks the Platform what the tax cost of a transaction would be, the Output is tax math on a transaction the User has chosen. The Output never says "buy", "sell", "hold", or "exercise".
1.1 The Service computes Indian tax consequences of existing or contemplated transactions on inputs the User has supplied.
1.2 The Service does not opine on whether a security should be bought, sold, held, exercised, or otherwise dealt in.
1.3 The Service does not offer portfolio management, fund screening,
or stock-selection guidance.
1.4 ElevateFinance does not charge a fee for advising on investment
decisions; ElevateFinance charges for software and for tax-compute
work.
## 2. Regulation 2(1)(g): the statutory definition
**Plain-language summary.** "Investment advice" under the IA Regulations is advice on investing in or dealing with securities, or advice on a portfolio of securities. Tax math on a transaction the User has already entered is not that.
2.1 Regulation 2(1)(g) of the IA Regulations defines "investment
advice" as:
> "advice relating to investing in, purchasing, selling or otherwise
> dealing in securities or investment products, and advice on
> investment portfolio containing securities or investment products,
> and includes financial planning."
2.2 The Output of the Service is tax-consequence computation on a transaction that the User has supplied. The Service does not advise on which RSU grant to exercise, which security to sell, or which fund to subscribe to. The Service tells the User what the tax would be if the User proceeded with a course of action that the User is considering.
## 3. Regulation 4: exclusions
**Plain-language summary.** The IA Regulations explicitly leave out people whose primary activity is something else, who give advice incidental to that primary activity. ElevateFinance is a tax-compute software provider; investment language is not its primary activity and is not its activity at all.
3.1 Regulation 4(e) of the IA Regulations excludes "any person who provides investment advice exclusively to his clients incidental to his primary activity which may not be regulated by SEBI". Tax computation is such a primary activity.
3.2 Regulation 4(b) of the IA Regulations excludes advocates, solicitors, and law firms providing investment advice incidental to their legal practice. ElevateFinance is not a law firm. The analogous carve-out for software vendors is the incidental-activity exclusion at Regulation 4(e).
3.3 Regulation 4 is read with Regulation 3, which limits the registration requirement to persons holding themselves out as, or acting as, an Investment Adviser. ElevateFinance does not hold itself out as, and does not act as, an Investment Adviser.
## 4. Surface-copy discipline
**Plain-language summary.** What the product says matters as much as
what it does. Surface copy never crosses into recommending an
investment.
The product surfaces, the marketing surfaces, and the support channels follow these rules without exception.
| Category | Forbidden formulations | Permitted formulations |
| -------- | ------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------ |
| Verbs | "we advise", "we recommend", "we suggest", "you should buy", "you should sell", "you should hold" | "we compute", "we calculate", "we apply Section X", "we cite", "we generate", "we export" |
| Framing | "this is a good deal", "you can avoid tax by doing X", "best time to exercise", "best stock" | "if you proceed with the transaction above, the tax would be Rs X under Section Y", "Section 111A applies because", "the Output is the tax math" |
| Roles | "our advisers", "our analysts", "we manage your portfolio" | "our software computes", "your CA reviews", "your CA signs" |
The surface-copy review is part of every product release.
## 5. Reconsider trigger
**Plain-language summary.** If the product crosses the line in any of the ways below, ElevateFinance must either re-scope the feature or obtain SEBI Investment Adviser registration before launch.
This memorandum is re-opened the moment any of the following
becomes true:
5.1 the Platform introduces a feature that recommends one RSU exercise window over another, or one security over another, on the basis of security-level reasoning rather than tax-cost reasoning;
5.2 ElevateFinance begins charging for a stock-screening, fund-screening, or portfolio-construction module;
5.3 ElevateFinance integrates with a broker, exchange, or distribution platform to execute trades on a User's behalf;
5.4 ElevateFinance receives a regulator communication, a SEBI
informal guidance, or a court order that materially changes the
analysis above.
In each case, SEBI registration (or an adjacent licence) would apply, and the Service must be re-scoped or the licence obtained before the relevant feature ships.
## 6. Cross-references
This memorandum is read together with:
- Disclaimer
- Master Services Agreement
- Terms of Service
- Acceptable Use Policy
- ICAI "Holding-Out" Audit
- Privacy Policy
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This memorandum is an internal compliance record. It is published in the `legal/` folder for transparency and for counsel review. It does not create any right enforceable by a third party.