RBI

Master Circular – “NBFC – Corporate Governance (Reserve Bank) Directions, 2015”

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RBI/2014–15/632  DNBR (PD) CC No.040/03.01.001/2014–15

June 03, 2015

Mas­ter Cir­cu­lar – “Non-Bank­ing Finan­cial Com­pa­nies – Cor­po­rate Gov­er­nance (Reserve Bank) Direc­tions, 2015”

As you are aware, in order to have all cur­rent instruc­tions on the sub­ject at one place, the Reserve Bank of India issues updat­ed circulars/notifications. The instruc­tions con­tained in the Noti­fi­ca­tion No. DNBR. 019/CGM (CDS)-2015 dat­ed April 10, 2015 updat­ed till the date as indi­cat­ed above are repro­duced below. The updat­ed noti­fi­ca­tion has also been placed on the RBI web-site (http://rbi.org.in/).

Yours faith­ful­ly,

(C.D.Srinivasan)
Chief Gen­er­al Manager

Table of Contents

Sr. No. Par­tic­u­lars
1 Short title and com­mence­ment of the Directions
2 Extent of the Directions
3 Con­sti­tu­tion of Com­mit­tees of the Board
4 Fit and Prop­er Criteria
5 Dis­clo­sure and transparency
6 Rota­tion of part­ners of the Statu­to­ry Audi­tors Audit Firm
7 Fram­ing of Inter­nal Guidelines

RESERVE BANK OF INDIA
DEPARTMENT OF NON-BANKING REGULATION
CENTRAL OFFICE, CENTRE I, WORLD TRADE CENTRE
CUFFE PARADE, COLABA, MUMBAI 400 005

Noti­fi­ca­tion No.DNBR.019/CGM (CDS)-2015 dat­ed April 10, 2015

The Reserve Bank of India hav­ing con­sid­ered it nec­es­sary in the pub­lic inter­est and being sat­is­fied that for the pur­pose of enabling the Bank to reg­u­late the cred­it sys­tem to the advan­tage of the coun­try, it is nec­es­sary to issue the direc­tions relat­ing to Cor­po­rate Gov­er­nance as set out below, in exer­cise of the pow­ers con­ferred by Sec­tions 45‑L, 45‑M and 45-MA of the Reserve Bank of India Act, 1934 (2 of 1934), and of all the pow­ers enabling it in this behalf, here­by gives the Direc­tions here­inafter specified.

1. Short title and com­mence­ment of the Directions

  1. These Direc­tions shall be known as the Non-Bank­ing Finan­cial Com­pa­nies – Cor­po­rate Gov­er­nance (Reserve Bank) Direc­tions, 2015.
  2. These Direc­tions shall come into force with imme­di­ate effect.

2. Extent of the Directions

  1. These Direc­tions shall apply to every non-deposit accept­ing Non-Bank­ing Finan­cial Com­pa­ny with asset size of Rs.500 crore and above (NBFCs-ND-SI), as per its last audit­ed bal­ance sheet, and all deposit accept­ing Non-Bank­ing Finan­cial Com­pa­nies (NBFCs‑D), hence­forth called as Applic­a­ble NBFCs.
  2. The pro­vi­sions of these Direc­tions shall not apply to a Sys­tem­i­cal­ly Impor­tant Core Invest­ment Com­pa­ny as defined in the Core Invest­ment Com­pa­nies (Reserve Bank) Direc­tions, 2011.

3. Con­sti­tu­tion of Com­mit­tees of the Board

(1) Audit Com­mit­tee

i. All Applic­a­ble NBFCs shall con­sti­tute an Audit Com­mit­tee, con­sist­ing of not less than three mem­bers of its Board of Directors.

Expla­na­tion I : The Audit Com­mit­tee con­sti­tut­ed by a non-bank­ing finan­cial com­pa­ny as required under Sec­tion 177 of the Com­pa­nies Act, 2013 shall be the Audit Com­mit­tee for the pur­pos­es of this paragraph.

Expla­na­tion II : The Audit Com­mit­tee con­sti­tut­ed under this para­graph shall have the same pow­ers, func­tions and duties as laid down in Sec­tion 177 of the Com­pa­nies Act, 2013.

ii. The Audit Com­mit­tee must ensure that an Infor­ma­tion Sys­tem Audit of the inter­nal sys­tems and process­es is con­duct­ed at least once in two years to assess oper­a­tional risks faced by the NBFCs.

(2) Nom­i­na­tion Committee

All Applic­a­ble NBFCs shall form a Nom­i­na­tion Com­mit­tee to ensure ‘fit and prop­er’ sta­tus of proposed/ exist­ing directors.

Expla­na­tion I : The Nom­i­na­tion Com­mit­tee con­sti­tut­ed under this para­graph shall have the same pow­ers, func­tions and duties as laid down in Sec­tion 178 of the Com­pa­nies Act, 2013.

(3) Risk Man­age­ment Committee

To man­age the inte­grat­ed risk, all Applic­a­ble NBFCs shall form a Risk Man­age­ment Com­mit­tee, besides the Asset Lia­bil­i­ty Man­age­ment Committee.

4. Fit and Prop­er Criteria

(1) All Applic­a­ble NBFCs shall

  1. ensure that a pol­i­cy is put in place with the approval of the Board of Direc­tors for ascer­tain­ing the fit and prop­er cri­te­ria of the direc­tors at the time of appoint­ment, and on a con­tin­u­ing basis. The pol­i­cy on the fit and prop­er cri­te­ria shall be on the lines of the Guide­lines con­tained in Annex 1;
  2. obtain a dec­la­ra­tion and under­tak­ing from the direc­tors giv­ing addi­tion­al infor­ma­tion on the direc­tors. The dec­la­ra­tion and under­tak­ing shall be on the lines of the for­mat giv­en in Annex 2;
  3. obtain a Deed of Covenant signed by the direc­tors, which shall be in the for­mat as giv­en in Annex 3;
  4. fur­nish to the Reserve Bank a quar­ter­ly state­ment on change of direc­tors, and a cer­tifi­cate from the Man­ag­ing Direc­tor of the NBFC that fit and prop­er cri­te­ria in selec­tion of the direc­tors has been fol­lowed. The state­ment must reach the Region­al Office of the Reserve Bank with­in 15 days of the close of the respec­tive quar­ter. The state­ment sub­mit­ted by NBFCs for the quar­ter end­ing March 31, should be cer­ti­fied by the auditors.

Pro­vid­ed that the Bank, if it deems fit and in pub­lic inter­est, reserves the right to exam­ine the fit and prop­er cri­te­ria of direc­tors of any non-bank­ing finan­cial com­pa­ny irre­spec­tive of the asset size of such non-bank­ing finan­cial company.

5. Dis­clo­sure and transparency

(1) All Applic­a­ble NBFCs shall put up to the Board of Direc­tors, at reg­u­lar inter­vals, as may be pre­scribed by the Board in this regard, the following:

i. the progress made in putting in place a pro­gres­sive risk man­age­ment sys­tem and risk man­age­ment pol­i­cy and strat­e­gy fol­lowed by the NBFC;

ii. con­for­mi­ty with cor­po­rate gov­er­nance stan­dards viz., in com­po­si­tion of var­i­ous com­mit­tees, their role and func­tions, peri­od­ic­i­ty of the meet­ings and com­pli­ance with cov­er­age and review func­tions, etc.

(2) All Applic­a­ble NBFCs shall also dis­close the fol­low­ing in their Annu­al Finan­cial State­ments, with effect from March 31, 2015:

i. registration/ licence/ autho­ri­sa­tion, by what­ev­er name called, obtained from oth­er finan­cial sec­tor regulators;

ii. rat­ings assigned by cred­it rat­ing agen­cies and migra­tion of rat­ings dur­ing the year;

iii. penal­ties, if any, levied by any regulator;

iv. infor­ma­tion name­ly, area, coun­try of oper­a­tion and joint ven­ture part­ners with regard to Joint ven­tures and over­seas sub­sidiaries and

v. Asset-Lia­bil­i­ty pro­file, extent of financ­ing of par­ent com­pa­ny prod­ucts, NPAs and move­ment of NPAs, details of all off-bal­ance sheet expo­sures, struc­tured prod­ucts issued by them as also securitization/ assign­ment trans­ac­tions and oth­er dis­clo­sures, as giv­en in Annex 4.

6. Rota­tion of part­ners of the Statu­to­ry Audi­tors Audit Firm

All Applic­a­ble NBFCs shall rotate the partner/s of the Char­tered Accoun­tant firm con­duct­ing the audit, every three years so that same part­ner does not con­duct audit of the com­pa­ny con­tin­u­ous­ly for more than a peri­od of three years. How­ev­er, the part­ner so rotat­ed will be eli­gi­ble for con­duct­ing the audit of the NBFC after an inter­val of three years, if the NBFC, so decides. NBFCs shall incor­po­rate appro­pri­ate terms in the let­ter of appoint­ment of the firm of audi­tors and ensure its compliance.

7. Fram­ing of Inter­nal Guidelines

All applic­a­ble NBFCs shall frame their inter­nal guide­lines on cor­po­rate gov­er­nance with the approval of the Board of Direc­tors, enhanc­ing the scope of the guide­lines with­out sac­ri­fic­ing the spir­it under­ly­ing the above guide­lines and it shall be pub­lished on the com­pa­ny’s web-site, if any, for the infor­ma­tion of var­i­ous stakeholders.

(C D Srinivasan)
Chief Gen­er­al Manager

Annex‑1

‘Fit and Prop­er’ Cri­te­ria for direc­tors of NBFCs

Reserve Bank had issued a Direc­tive in June 2004 to banks on under­tak­ing due dili­gence on the per­sons before appoint­ing them on the Boards of banks based on the ‘Report of the Con­sul­ta­tive Group of direc­tors of Banks / Finan­cial Insti­tu­tions’. Spe­cif­ic ‘fit and prop­er’ cri­te­ria to be ful­filled by the direc­tors were also advised.

2. The impor­tance of due dili­gence of direc­tors to ascer­tain suit­abil­i­ty for the post by way of qual­i­fi­ca­tions, tech­ni­cal exper­tise, track record, integri­ty, etc. needs no empha­sis for any finan­cial insti­tu­tion. It is pro­posed to fol­low the same guide­lines mutatis mutan­dis in case of NBFCs also. While the Reserve Bank does car­ry out due dili­gence on direc­tors before issu­ing Cer­tifi­cate of Reg­is­tra­tion to an NBFC, it is nec­es­sary that NBFCs put in place an inter­nal super­vi­so­ry process on a con­tin­u­ing basis. Fur­ther, in order to stream­line and bring in uni­for­mi­ty in the process of due dili­gence, while appoint­ing direc­tors, NBFCs are advised to ensure that the pro­ce­dures men­tioned below are fol­lowed and min­i­mum cri­te­ria ful­filled by the per­sons before they are appoint­ed on the Boards:

(a) NBFCs should under­take a process of due dili­gence to deter­mine the suit­abil­i­ty of the per­son for appoint­ment / con­tin­u­ing to hold appoint­ment as a direc­tor on the Board, based upon qual­i­fi­ca­tion, exper­tise, track record, integri­ty and oth­er ‘fit and prop­er’ cri­te­ria. NBFCs should obtain nec­es­sary infor­ma­tion and dec­la­ra­tion from the pro­posed / exist­ing direc­tors for the pur­pose in the for­mat giv­en at Annex- 2.

(b) The process of due dili­gence should be under­tak­en by the NBFCs at the time of appoint­ment / renew­al of appointment.

© The boards of the NBFCs should con­sti­tute Nom­i­na­tion Com­mit­tees to scru­ti­nize the declarations.

(d) Based on the infor­ma­tion pro­vid­ed in the signed dec­la­ra­tion, Nom­i­na­tion Com­mit­tees should decide on the accep­tance or oth­er­wise of the direc­tors, where con­sid­ered necessary.

(e) NBFCs should obtain annu­al­ly as on 31st March a sim­ple dec­la­ra­tion from the direc­tors that the infor­ma­tion already pro­vid­ed has not under­gone change and where there is any change, req­ui­site details are fur­nished by them forthwith.

(f) The Board of the NBFC must ensure in pub­lic inter­est that the nominated/ elect­ed direc­tors exe­cute the deeds of covenants in the for­mat giv­en in Annex‑3.

Annex‑2

Name of NBFC: ________________________

Dec­la­ra­tion and Under­tak­ing by Direc­tor (with enclo­sures as appro­pri­ate as on)

I.

Per­son­al details of director
a. Full name
b. Date of Birth
c. Edu­ca­tion­al Qualifications
d. Rel­e­vant Back­ground and Experience
e. Per­ma­nent Address
f. Present Address
g. E‑mail Address / Tele­phone Number
h. Per­ma­nent Account Num­ber under the Income Tax Act and name and address of Income Tax Circle
i. Rel­e­vant knowl­edge and experience
j. Any oth­er infor­ma­tion rel­e­vant to Direc­tor­ship of the NBFC

II.

Rel­e­vant Rela­tion­ships of director
a. List of Rel­a­tives if any who are con­nect­ed with the NBFC (Refer Sec­tion 6 and Sched­ule 1A of the Com­pa­nies Act, 1956 and cor­re­spond­ing pro­vi­sions of New Com­pa­nies Act, 2013)
b. List of enti­ties if any in which he/she is con­sid­ered as being inter­est­ed (Refer Sec­tion 299(3)(a) and Sec­tion 300 of the Com­pa­nies Act, 1956 and cor­re­spond­ing pro­vi­sions of New Com­pa­nies Act, 2013)
c. List of enti­ties in which he/she is con­sid­ered as hold­ing sub­stan­tial inter­est with­in the mean­ing of NBFC Pru­den­tial Norms Direc­tions, 2007
d. Name of NBFC in which he/she is or has been a mem­ber of the board (giv­ing details of peri­od dur­ing which such office was held)
e. Fund and non-fund facil­i­ties, if any, present­ly availed of by him/her and/or by enti­ties list­ed in II (b) and © above from the NBFC
f. Cas­es, if any, where the direc­tor or enti­ties list­ed in II (b) and © above are in default or have been in default in the past in respect of cred­it facil­i­ties obtained from the NBFC or any oth­er NBFC / bank.

III.

Records of pro­fes­sion­al achievements
a. Rel­e­vant pro­fes­sion­al achievements

IV.

Pro­ceed­ings, if any, against the director
a. If the direc­tor is a mem­ber of a pro­fes­sion­al association/body, details of dis­ci­pli­nary action, if any, pend­ing or com­menced or result­ing in con­vic­tion in the past against him/her or whether he/she has been banned from entry into any profession/ occu­pa­tion at any time.
b. Details of pros­e­cu­tion, if any, pend­ing or com­menced or result­ing in con­vic­tion in the past against the direc­tor and/or against any of the enti­ties list­ed in II (b) and © above for vio­la­tion of eco­nom­ic laws and regulations
c. Details of crim­i­nal pros­e­cu­tion, if any, pend­ing or com­menced or result­ing in con­vic­tion in the last five years against the director
d. Whether the direc­tor attracts any of the dis­qual­i­fi­ca­tions envis­aged under Sec­tion 274 of the Com­pa­nies Act 1956 and cor­re­spond­ing pro­vi­sions of New Com­pa­nies Act, 2013?
e. Has the direc­tor or any of the enti­ties at II (b) and © above been sub­ject to any inves­ti­ga­tion at the instance of Gov­ern­ment depart­ment or agency?
f. Has the direc­tor at any time been found guilty of vio­la­tion of rules/regulations/ leg­isla­tive require­ments by customs/ excise /income tax/foreign exchange /other rev­enue author­i­ties, if so give particulars
g. Whether the direc­tor has at any time come to the adverse notice of a reg­u­la­tor such as SEBI, IRDA, MCA.

(Though it shall not be nec­es­sary for a can­di­date to men­tion in the col­umn about orders and find­ings made by the reg­u­la­tors which have been lat­er on reversed/set aside in toto, it would be nec­es­sary to make a men­tion of the same, in case the reversal/setting aside is on tech­ni­cal rea­sons like lim­i­ta­tion or lack of juris­dic­tion, etc and not on mer­it, If the order of the reg­u­la­tor is tem­porar­i­ly stayed and the appellate/ court pro­ceed­ings are pend­ing, the same also should be mentioned.)

V.

Any oth­er expla­na­tion / infor­ma­tion in regard to items I to III and oth­er infor­ma­tion con­sid­ered rel­e­vant for judg­ing fit and proper

Under­tak­ing
I con­firm that the above infor­ma­tion is to the best of my knowl­edge and belief true and com­plete. I under­take to keep the NBFC ful­ly informed, as soon as pos­si­ble, of all events which take place sub­se­quent to my appoint­ment which are rel­e­vant to the infor­ma­tion pro­vid­ed above.
I also under­take to exe­cute the deed of covenant required to be exe­cut­ed by all direc­tors of the NBFC.
Place : Sig­na­ture
Date :

VI.

Remarks of Chair­man of Nom­i­na­tion Committee/Board of Direc­tors of NBFC
Place : Sig­na­ture
Date:

Annex‑3

Form of Deed of Covenants with a Director

THIS DEED OF COVENANTS is made this ______ day of ________Two thou­sand _____ BETWEEN _______________, hav­ing its reg­is­tered office at ____________ (here­inafter called the ‘NBFC”) of the one part and Mr / Ms_____________ of ______________ (here­inafter called the “Direc­tor”) of the oth­er part.

WHEREAS

A. The direc­tor has been appoint­ed as a direc­tor on the Board of Direc­tors of the NBFC (here­inafter called “the Board”) and is required as a term of his / her appoint­ment to enter into a Deed of Covenants with the NBFC.

B. The direc­tor has agreed to enter into this Deed of Covenants, which has been approved by the Board, pur­suant to his said terms of appointment.

NOW IT IS HEREBY AGREED AND THIS DEED OF COVENANTS WITNESSETH AS FOLLOWS:

1. The direc­tor acknowl­edges that his / her appoint­ment as direc­tor on the Board of the NBFC is sub­ject to applic­a­ble laws and reg­u­la­tions includ­ing the Mem­o­ran­dum and Arti­cles of Asso­ci­a­tion of the NBFC and the pro­vi­sions of this Deed of Covenants.

2. The direc­tor covenants with the NBFC that:

(i) The direc­tor shall dis­close to the Board the nature of his / her inter­est, direct or indi­rect, if he / she has any inter­est in or is con­cerned with a con­tract or arrange­ment or any pro­posed con­tract or arrange­ment entered into or to be entered into between the NBFC and any oth­er per­son, imme­di­ate­ly upon becom­ing aware of the same or at meet­ing of the Board at which the ques­tion of enter­ing into such con­tract or arrange­ment is tak­en into con­sid­er­a­tion or if the direc­tor was not at the date of that meet­ing con­cerned or inter­est­ed in such pro­posed con­tract or arrange­ment, then at the first meet­ing of the Board held after he / she becomes so con­cerned or inter­est­ed and in case of any oth­er con­tract or arrange­ment, the required dis­clo­sure shall be made at the first meet­ing of the Board held after the direc­tor becomes con­cerned or inter­est­ed in the con­tract or arrangement.

(ii) The direc­tor shall dis­close by gen­er­al notice to the Board his / her oth­er direc­tor­ships, his / her mem­ber­ships of bod­ies cor­po­rate, his / her inter­est in oth­er enti­ties and his / her inter­est as a part­ner or pro­pri­etor of firms and shall keep the Board apprised of all changes therein.

(iii) The direc­tor shall pro­vide to the NBFC a list of his / her rel­a­tives as defined in the Com­pa­nies Act, 1956 or 2013 and to the extent the direc­tor is aware of direc­tor­ships and inter­ests of such rel­a­tives in oth­er bod­ies cor­po­rate, firms and oth­er entities.

(iv) The direc­tor shall in car­ry­ing on his / her duties as direc­tor of the NBFC:

  1. use such degree of skill as may be rea­son­able to expect from a per­son with his / her knowl­edge or experience;
  2. in the per­for­mance of his / her duties take such care as he / she might be rea­son­ably expect­ed to take on his / her own behalf and exer­cise any pow­er vest­ed in him / her in good faith and in the inter­ests of the NBFC;
  3. shall keep him­self / her­self informed about the busi­ness, activ­i­ties and finan­cial sta­tus of the NBFC to the extent dis­closed to him / her;
  4. attend meet­ings of the Board and Com­mit­tees there­of (col­lec­tive­ly for the sake of brevi­ty here­inafter referred to as “Board”) with fair reg­u­lar­i­ty and con­sci­en­tious­ly ful­fil his / her oblig­a­tions as direc­tor of the NBFC;
  5. shall not seek to influ­ence any deci­sion of the Board for any con­sid­er­a­tion oth­er than in the inter­ests of the NBFC;
  6. shall bring inde­pen­dent judg­ment to bear on all mat­ters affect­ing the NBFC brought before the Board includ­ing but not lim­it­ed to statu­to­ry com­pli­ances, per­for­mance reviews, com­pli­ances with inter­nal con­trol sys­tems and pro­ce­dures, key exec­u­tive appoint­ments and stan­dards of conduct;
  7. shall in exer­cise of his / her judge­ment in mat­ters brought before the Board or entrust­ed to him / her by the Board be free from any busi­ness or oth­er rela­tion­ship which could mate­ri­al­ly inter­fere with the exer­cise of his / her inde­pen­dent judge­ment; and
  8. shall express his / her views and opin­ions at Board meet­ings with­out any fear or favour and with­out any influ­ence on exer­cise of his / her inde­pen­dent judgement;

(v) The direc­tor shall have:

  1. fidu­cia­ry duty to act in good faith and in the inter­ests of the NBFC and not for any col­lat­er­al purpose;
  2. duty to act only with­in the pow­ers as laid down by the NBFC’s Mem­o­ran­dum and Arti­cles of Asso­ci­a­tion and by applic­a­ble laws and reg­u­la­tions; and
  3. duty to acquire prop­er under­stand­ing of the busi­ness of the NBFC.

(vi) The direc­tor shall:

  1. not evade respon­si­bil­i­ty in regard to mat­ters entrust­ed to him / her by the Board;
  2. not inter­fere in the per­for­mance of their duties by the whole-time direc­tors and oth­er offi­cers of the NBFC and wher­ev­er the direc­tor has rea­sons to believe oth­er­wise, he / she shall forth­with dis­close his / her con­cerns to the Board; and
  3. not make improp­er use of infor­ma­tion dis­closed to him / her as a mem­ber of the Board for his / her or some­one else’s advan­tage or ben­e­fit and shall use the infor­ma­tion dis­closed to him / her by the NBFC in his / her capac­i­ty as direc­tor of the NBFC only for the pur­pos­es of per­for­mance of his / her duties as a direc­tor and not for any oth­er purpose.

3. The NBFC covenants with the direc­tor that:

(i) the NBFC shall apprise the direc­tor about:

  1. Board pro­ce­dures includ­ing iden­ti­fi­ca­tion of legal and oth­er duties of Direc­tor and required com­pli­ances with statu­to­ry obligations;
  2. con­trol sys­tems and procedures;
  3. vot­ing rights at Board meet­ings includ­ing mat­ters in which Direc­tor should not par­tic­i­pate because of his / her inter­est, direct or indi­rect therein;
  4. qual­i­fi­ca­tion require­ments and pro­vide copies of Mem­o­ran­dum and Arti­cles of Association;
  5. cor­po­rate poli­cies and procedures;
  6. insid­er deal­ing restrictions;
  7. con­sti­tu­tion of, del­e­ga­tion of author­i­ty to and terms of ref­er­ence of var­i­ous com­mit­tees con­sti­tut­ed by the Board;
  8. appoint­ments of Senior Exec­u­tives and their authority;
  9. remu­ner­a­tion policy,
  10. delib­er­a­tions of com­mit­tees of the Board, and
  11. com­mu­ni­cate any changes in poli­cies, pro­ce­dures, con­trol sys­tems, applic­a­ble reg­u­la­tions includ­ing Mem­o­ran­dum and Arti­cles of Asso­ci­a­tion of the NBFC, del­e­ga­tion of author­i­ty, Senior Exec­u­tives, etc. and appoint the com­pli­ance offi­cer who shall be respon­si­ble for all statu­to­ry and legal compliance.

(ii) the NBFC shall dis­close and pro­vide to the Board includ­ing the direc­tor all infor­ma­tion which is rea­son­ably required for them to car­ry out their func­tions and duties as a direc­tor of the NBFC and to take informed deci­sions in respect of mat­ters brought before the Board for its con­sid­er­a­tion or entrust­ed to the direc­tor by the Board or any com­mit­tee thereof;

(iii) the dis­clo­sures to be made by the NBFC to the direc­tors shall include but not be lim­it­ed to the following:

  1. all rel­e­vant infor­ma­tion for tak­ing informed deci­sions in respect of mat­ters brought before the Board;
  2. NBFC’s strate­gic and busi­ness plans and forecasts;
  3. organ­i­sa­tion­al struc­ture of the NBFC and del­e­ga­tion of authority;
  4. cor­po­rate and man­age­ment con­trols and sys­tems includ­ing procedures;
  5. eco­nom­ic fea­tures and mar­ket­ing environment;
  6. infor­ma­tion and updates as appro­pri­ate on NBFC’s products;
  7. infor­ma­tion and updates on major expenditure;
  8. peri­od­ic reviews of per­for­mance of the NBFC; and
  9. report peri­od­i­cal­ly about imple­men­ta­tion of strate­gic ini­tia­tives and plans;

(iv) the NBFC shall com­mu­ni­cate out­come of Board delib­er­a­tions to direc­tors and con­cerned per­son­nel and pre­pare and cir­cu­late min­utes of the meet­ing of Board to direc­tors in a time­ly man­ner and to the extent pos­si­ble with­in two busi­ness days of the date of con­clu­sion of the Board meet­ing; and

(v) advise the direc­tor about the lev­els of author­i­ty del­e­gat­ed in mat­ters placed before the Board.

4. The NBFC shall pro­vide to the direc­tor peri­od­ic reports on the func­tion­ing of inter­nal con­trol sys­tem includ­ing effec­tive­ness thereof.

5. The NBFC shall appoint a com­pli­ance offi­cer who shall be a Senior exec­u­tive report­ing to the Board and be respon­si­ble for set­ting forth poli­cies and pro­ce­dures and shall mon­i­tor adher­ence to the applic­a­ble laws and reg­u­la­tions and poli­cies and pro­ce­dures includ­ing but not lim­it­ed to direc­tions of Reserve Bank of India and oth­er con­cerned statu­to­ry and gov­ern­men­tal authorities.

6. The direc­tor shall not assign, trans­fer, sub­let or encum­ber his / her office and his / her rights and oblig­a­tions as direc­tor of the NBFC to any third par­ty pro­vid­ed that noth­ing here­in con­tained shall be con­strued to pro­hib­it del­e­ga­tion of any author­i­ty, pow­er, func­tion or del­e­ga­tion by the Board or any com­mit­tee there­of sub­ject to applic­a­ble laws and reg­u­la­tions includ­ing Mem­o­ran­dum and Arti­cles of Asso­ci­a­tion of the NBFC.

7.The fail­ure on the part of either par­ty here­to to per­form, dis­charge, observe or com­ply with any oblig­a­tion or duty shall not be deemed to be a waiv­er there­of nor shall it oper­ate as a bar to the per­for­mance, obser­vance, dis­charge or com­pli­ance there­of at any time or times thereafter.

8. Any and all amend­ments and / or sup­ple­ments and / or alter­ations to this Deed of Covenants shall be valid and effec­tu­al only if in writ­ing and signed by the direc­tor and the duly autho­rised rep­re­sen­ta­tive of the NBFC.

9. This Deed of Covenants has been exe­cut­ed in dupli­cate and both the copies shall be deemed to be originals.

IN WITNESS WHEREOF THE PARTIES HAVE DULY EXECUTED THIS AGREEMENT ON THE DAY, MONTH AND YEAR FIRST ABOVE WRITTEN.

For the NBFC Direc­tor
By …………………..
Name: Name:
Title:
In the pres­ence of:
1. 2. …………………….

Annex – 4

Indica­tive List of Bal­ance Sheet Dis­clo­sure for NBFCs with Asset Size Rs.500
Crore and Above and Deposit Tak­ing NBFCs

1. Min­i­mum Disclosures

At a min­i­mum, the items list­ed in this Annex should be dis­closed in the NTA by all applic­a­ble NBFCs. The dis­clo­sures list­ed are intend­ed only to sup­ple­ment, and not to replace, oth­er dis­clo­sure require­ments as applicable.

2. Sum­ma­ry of Sig­nif­i­cant Account­ing Policies

NBFCs should dis­close the account­ing poli­cies regard­ing key areas of oper­a­tions at one place along with NTA in their finan­cial state­ments. A sug­ges­tive list includes — Basis of Account­ing, Trans­ac­tions involv­ing For­eign Exchange, Invest­ments — Clas­si­fi­ca­tion, Val­u­a­tion, etc, Advances and Pro­vi­sions there­on, Fixed Assets and Depre­ci­a­tion, Rev­enue Recog­ni­tion, Employ­ee Ben­e­fits, Pro­vi­sion for Tax­a­tion, Net Prof­it, etc.

3.1 Cap­i­tal

(Amount in Rs. crore)
Par­tic­u­lars Cur­rent Year Pre­vi­ous Year
i) CRAR (%)
ii) CRAR — Tier I Capital (%)
iii) CRAR — Tier II Capital (%)
iv) Amount of sub­or­di­nat­ed debt raised as Tier-II capital
v) Amount raised by issue of Per­pet­u­al Debt Instruments

3.2 Invest­ments

(Amount in Rs.crore)
Par­tic­u­lars Cur­rent Year Pre­vi­ous Year
(1) Val­ue of Investments
(i) Gross Val­ue of Investments
(a) In India
(b) Out­side India,
(ii) Pro­vi­sions for Depreciation
(a) In India
(b) Out­side India,
(iii) Net Val­ue of Investments
(a) In India
(b) Out­side India.
(2) Move­ment of pro­vi­sions held towards depre­ci­a­tion on investments.
(i) Open­ing balance
(ii) Add : Pro­vi­sions made dur­ing the year
(iii) Less : Write-off / write-back of excess pro­vi­sions dur­ing the year
(iv) Clos­ing balance

3.3  Deriv­a­tives

3.3.1  For­ward Rate Agree­ment / Inter­est Rate Swap

(Amount in Rs crore)
Par­tic­u­lars Cur­rent Year Pre­vi­ous Year
(i) The notion­al prin­ci­pal of swap agreements
(ii) Loss­es which would be incurred if coun­ter­par­ties failed to ful­fill their oblig­a­tions under the agreements
(iii) Col­lat­er­al required by the NBFC upon enter­ing into swaps
(iv) Con­cen­tra­tion of cred­it risk aris­ing from the swaps $
(v) The fair val­ue of the swap book @
Note: Nature and terms of the swaps includ­ing infor­ma­tion on cred­it and mar­ket risk and the account­ing poli­cies adopt­ed for record­ing the swaps should also be disclosed.
$ Exam­ples of con­cen­tra­tion could be expo­sures to par­tic­u­lar indus­tries or swaps with high­ly geared companies.
@ If the swaps are linked to spe­cif­ic assets, lia­bil­i­ties, or com­mit­ments, the fair val­ue would be the esti­mat­ed amount that the NBFC would receive or pay to ter­mi­nate the swap agree­ments as on the bal­ance sheet date.

3.3.2  Exchange Trad­ed Inter­est Rate (IR) Derivatives

(Amount in Rs.crore)
S. No. Par­tic­u­lars Amount
(i) Notion­al prin­ci­pal amount of exchange trad­ed IR deriv­a­tives under­tak­en dur­ing the year (instru­ment-wise)
a)
b)
c)
(ii) Notion­al prin­ci­pal amount of exchange trad­ed IR deriv­a­tives out­stand­ing as on 31st March ….. (instru­ment-wise)
a)
b)
c)
(iii) Notion­al prin­ci­pal amount of exchange trad­ed IR deriv­a­tives out­stand­ing and not “high­ly effec­tive” (instru­ment-wise)
a)
b)
c)
(iv) Mark-to-mar­ket val­ue of exchange trad­ed IR deriv­a­tives out­stand­ing and not “high­ly effec­tive” (instru­ment-wise)
a)
b)
c)

3.3.3 Dis­clo­sures on Risk Expo­sure in Derivatives

Qual­i­ta­tive Disclosure

NBFCs shall describe their risk man­age­ment poli­cies per­tain­ing to deriv­a­tives with par­tic­u­lar ref­er­ence to the extent to which deriv­a­tives are used, the asso­ci­at­ed risks and busi­ness pur­pos­es served. The dis­cus­sion shall also include:

a) the struc­ture and orga­ni­za­tion for man­age­ment of risk in deriv­a­tives trading,

b) the scope and nature of risk mea­sure­ment, risk report­ing and risk mon­i­tor­ing systems,

c) poli­cies for hedg­ing and / or mit­i­gat­ing risk and strate­gies and process­es for mon­i­tor­ing the con­tin­u­ing effec­tive­ness of hedges / mit­i­gants, and

d) account­ing pol­i­cy for record­ing hedge and non-hedge trans­ac­tions; recog­ni­tion of income, pre­mi­ums and dis­counts; val­u­a­tion of out­stand­ing con­tracts; pro­vi­sion­ing, col­lat­er­al and cred­it risk mitigation.

Quan­ti­ta­tive Disclosures

(Amount in Rs. crore)
Sl. No. Par­tic­u­lar Cur­ren­cy Derivatives Inter­est Rate Derivatives
(i) Deriv­a­tives (Notion­al Prin­ci­pal Amount)
For hedg­ing
(ii) Marked to Mar­ket Posi­tions [1]
a) Asset (+)
b) Lia­bil­i­ty (-)
(iii) Cred­it Expo­sure [2]
(iv) Unhedged Expo­sures

3.4 Dis­clo­sures relat­ing to Securitisation

3.4.1 The NTA of the orig­i­nat­ing NBFCs should indi­cate the out­stand­ing amount of secu­ri­tised assets as per books of the SPVs spon­sored by the NBFC and total amount of expo­sures retained by the NBFC as on the date of bal­ance sheet to com­ply with the Min­i­mum Reten­tion Require­ments (MRR). These fig­ures should be based on the infor­ma­tion duly cer­ti­fied by the SPV’s audi­tors obtained by the orig­i­nat­ing NBFC from the SPV. These dis­clo­sures should be made in the for­mat giv­en below.

S. No. Par­tic­u­lars No. / Amount in ₹ crore
1. No of SPVs spon­sored by the NBFC for secu­ri­ti­sa­tion transactions*
2. Total amount of secu­ri­tised assets as per books of the SPVs sponsored
3. Total amount of expo­sures retained by the NBFC to com­ply with MRR as on the date of bal­ance sheet
a) Off-bal­ance sheet exposures
First loss
Oth­ers
b) On-bal­ance sheet exposures
First loss
Oth­ers
4. Amount of expo­sures to secu­ri­ti­sa­tion trans­ac­tions oth­er than MRR
a) Off-bal­ance sheet exposures
i) Expo­sure to own securitizations
First loss
Loss
ii) Expo­sure to third par­ty securitisations
First loss
Oth­ers
b) On-bal­ance sheet exposures
i) Expo­sure to own securitisations
First loss
Oth­ers
ii) Expo­sure to third par­ty securitisations
First loss
Oth­ers
*Only the SPVs relat­ing to out­stand­ing secu­ri­ti­sa­tion trans­ac­tions may be report­ed here

3.4.2  Details of Finan­cial Assets sold to Secu­ri­ti­sa­tion / Recon­struc­tion Com­pa­ny for Asset Reconstruction

(Amount in Rs. crore)
Par­tic­u­lars Cur­rent year Pre­vi­ous Year
(i) No. of accounts
(ii) Aggre­gate val­ue (net of pro­vi­sions) of accounts sold to SC / RC
(iii) Aggre­gate consideration
(iv) Addi­tion­al con­sid­er­a­tion real­ized in respect of accounts trans­ferred in ear­li­er years
(v) Aggre­gate gain / loss over net book value

3.4.3 Details of Assign­ment trans­ac­tions under­tak­en by NBFCs

(Amount in Rs. crore)
Par­tic­u­lars Cur­rent year Pre­vi­ous Year
(i) No. of accounts
(ii) Aggre­gate val­ue (net of pro­vi­sions) of accounts sold
(iii) Aggre­gate consideration
(iv) Addi­tion­al con­sid­er­a­tion real­ized in respect of accounts trans­ferred in ear­li­er years
(v) Aggre­gate gain / loss over net book value

3.4.4  Details of non-per­form­ing finan­cial assets pur­chased / sold

NBFCs which pur­chase non-per­form­ing finan­cial assets from oth­er NBFCs shall be required to make the fol­low­ing dis­clo­sures in the NTA to their Bal­ance sheets:

A.  Details of non-per­form­ing finan­cial assets purchased:

(Amount in Rs.crore)
Par­tic­u­lars Cur­rent year Pre­vi­ous Year
1. (a) No. of accounts pur­chased dur­ing the year
(b) Aggre­gate outstanding
2. (a) Of these, num­ber of accounts restruc­tured dur­ing the year
(b) Aggre­gate outstanding

B.  Details of Non-per­form­ing Finan­cial Assets sold:

(Amount in Rs. crore)
Par­tic­u­lars Cur­rent year Pre­vi­ous Year
1. No. of accounts sold
2. Aggre­gate outstanding
3. Aggre­gate con­sid­er­a­tion received

3.5  Asset Lia­bil­i­ty Man­age­ment Matu­ri­ty pat­tern of cer­tain items of Assets and Liabilities

Up to 30/31 days Over 1 month upto 2 Month Over 2 months upto 3 months Over 3 month & up to 6 month Over 6 Month & up to 1 year Over 1 year & up to 3 years Over 3 years & up to 5 years Over 5 years Total
Deposits
Advances
Invest­ments
Bor­row­ings
For­eign Cur­ren­cy assets
For­eign Cur­ren­cy liabilities

3.6  Expo­sures

3.6.1  Expo­sure to Real Estate Sector

(Amount in Rs. crore)
Cat­e­go­ry Cur­rent Year Pre­vi­ous Year
a) Direct Expo­sure
(i) Res­i­den­tial Mortgages -
Lend­ing ful­ly secured by mort­gages on res­i­den­tial prop­er­ty that is or will be occu­pied by the bor­row­er or that is rented
(ii) Com­mer­cial Real Estate -
Lend­ing secured by mort­gages on com­mer­cial real estates (office build­ings, retail space, mul­ti-pur­pose com­mer­cial premis­es, mul­ti-fam­i­ly res­i­den­tial build­ings, mul­ti-ten­ant­ed com­mer­cial premis­es, indus­tri­al or ware­house space, hotels, land acqui­si­tion, devel­op­ment and con­struc­tion, etc.). Expo­sure would also include non-fund based limits
(iii) Invest­ments in Mort­gage Backed Secu­ri­ties (MBS) and oth­er secu­ri­tised exposures -
a. Res­i­den­tial
b. Com­mer­cial Real Estate
Total Expo­sure to Real Estate Sector

3.6.2  Expo­sure to Cap­i­tal Market

(Amount in Rs. crore)
Par­tic­u­lars Cur­rent Year Pre­vi­ous Year
(i) direct invest­ment in equi­ty shares, con­vert­ible bonds, con­vert­ible deben­tures and units of equi­ty-ori­ent­ed mutu­al funds the cor­pus of which is not exclu­sive­ly invest­ed in cor­po­rate debt;
(ii) advances against shares / bonds / deben­tures or oth­er secu­ri­ties or on clean basis to indi­vid­u­als for invest­ment in shares (includ­ing IPOs / ESOPs), con­vert­ible bonds, con­vert­ible deben­tures, and units of equi­ty-ori­ent­ed mutu­al funds;
(iii) advances for any oth­er pur­pos­es where shares or con­vert­ible bonds or con­vert­ible deben­tures or units of equi­ty ori­ent­ed mutu­al funds are tak­en as pri­ma­ry security;
(iv) advances for any oth­er pur­pos­es to the extent secured by the col­lat­er­al secu­ri­ty of shares or con­vert­ible bonds or con­vert­ible deben­tures or units of equi­ty ori­ent­ed mutu­al funds i.e. where the pri­ma­ry secu­ri­ty oth­er than shares / con­vert­ible bonds / con­vert­ible deben­tures / units of equi­ty ori­ent­ed mutu­al funds ‘does not ful­ly cov­er the advances;
(v) secured and unse­cured advances to stock­bro­kers and guar­an­tees issued on behalf of stock­bro­kers and mar­ket makers;
(vi) loans sanc­tioned to cor­po­rates against the secu­ri­ty of shares / bonds / deben­tures or oth­er secu­ri­ties or on clean basis for meet­ing pro­moter’s con­tri­bu­tion to the equi­ty of new com­pa­nies in antic­i­pa­tion of rais­ing resources;
(vii) bridge loans to com­pa­nies against expect­ed equi­ty flows / issues;
(viii) all expo­sures to Ven­ture Cap­i­tal Funds (both reg­is­tered and unregistered)
Total Expo­sure to Cap­i­tal Market

3.6.3 Details of financ­ing of par­ent com­pa­ny products

3.6.4 Details of Sin­gle Bor­row­er Lim­it (SGL) / Group Bor­row­er Lim­it (GBL) exceed­ed by the NBFC

The NBFC should make appro­pri­ate dis­clo­sure in the NTA to the annu­al finan­cial state­ments in respect of the expo­sures where the NBFC had exceed­ed the pru­den­tial expo­sure lim­its dur­ing the year. The sanc­tioned lim­it or entire out­stand­ing, whichev­er is high, shall be reck­oned for expo­sure limit.

3.6.5  Unse­cured Advances

a)  For deter­min­ing the amount of unse­cured advances the rights, licens­es, autho­ri­sa­tions, etc., charged to the NBFCs as col­lat­er­al in respect of projects (includ­ing infra­struc­ture projects) financed by them, should not be reck­oned as tan­gi­ble secu­ri­ty. Hence such advances shall be reck­oned as unsecured.

b)  NBFCs should also dis­close the total amount of advances for which intan­gi­ble secu­ri­ties such as charge over the rights, licens­es, author­i­ty, etc. has been tak­en as also the esti­mat­ed val­ue of such intan­gi­ble col­lat­er­al. The dis­clo­sure may be made under a sep­a­rate head in NTA. This would dif­fer­en­ti­ate such loans from oth­er entire­ly unse­cured loans.

4.  Mis­cel­la­neous

4.1 Reg­is­tra­tion obtained from oth­er finan­cial sec­tor regulators

4.2 Dis­clo­sure of Penal­ties imposed by RBI and oth­er regulators

Con­sis­tent with the inter­na­tion­al best prac­tices in dis­clo­sure of penal­ties imposed by the reg­u­la­tors, plac­ing the details of the levy of penal­ty on the NBFC in pub­lic domain will be in the inter­ests of the investors and depos­i­tors. Fur­ther, stric­tures or direc­tions on the basis of inspec­tion reports or oth­er adverse find­ings should also be placed in the pub­lic domain. The penal­ties should also be dis­closed in the NTA.

4.3 Relat­ed Par­ty Transactions

  1. Details of all mate­r­i­al trans­ac­tions with relat­ed par­ties shall be dis­closed in the annu­al report
  2. The com­pa­ny shall dis­close the pol­i­cy on deal­ing with Relat­ed Par­ty Trans­ac­tions on its web­site and also in the Annu­al Report.

4.4 Rat­ings assigned by cred­it rat­ing agen­cies and migra­tion of rat­ings dur­ing the year

4.5 Remu­ner­a­tion of Directors

All pecu­niary rela­tion­ship or trans­ac­tions of the non-exec­u­tive direc­tors vis-à-vis the com­pa­ny shall be dis­closed in the Annu­al Report.

4.6 Man­age­ment

As part of the direc­tors’ report or as an addi­tion there­to, a Man­age­ment Dis­cus­sion and Analy­sis report should form part of the Annu­al Report to the share­hold­ers. This Man­age­ment Dis­cus­sion & Analy­sis should include dis­cus­sion on the fol­low­ing mat­ters with­in the lim­its set by the company’s com­pet­i­tive position:

  1. Indus­try struc­ture and developments.
  2. Oppor­tu­ni­ties and Threats.
  3. Segment–wise or prod­uct-wise performance.
  4. Out­look
  5. Risks and concerns.
  6. Inter­nal con­trol sys­tems and their adequacy.
  7. Dis­cus­sion on finan­cial per­for­mance with respect to oper­a­tional performance.
  8. Mate­r­i­al devel­op­ments in Human Resources / Indus­tri­al Rela­tions front, includ­ing num­ber of peo­ple employed.

4.7 Net Prof­it or Loss for the peri­od, pri­or peri­od items and changes in account­ing policies

Since the for­mat of the prof­it and loss account of NBFCs does not specif­i­cal­ly pro­vide for dis­clo­sure of the impact of pri­or peri­od items on the cur­rent year’s prof­it and loss, such dis­clo­sures, wher­ev­er war­rant­ed, may be made in the NTA.

4.8 Rev­enue Recognition

An enter­prise should also dis­close the cir­cum­stances in which rev­enue recog­ni­tion has been post­poned pend­ing the res­o­lu­tion of sig­nif­i­cant uncertainties.

4.9 Account­ing Stan­dard 21 ‑Con­sol­i­dat­ed Finan­cial State­ments (CFS)

NBFCs may be guid­ed by gen­er­al clar­i­fi­ca­tions issued by ICAI from time to time.

A par­ent com­pa­ny, pre­sent­ing the CFS, should con­sol­i­date the finan­cial state­ments of all sub­sidiaries — domes­tic as well as for­eign. The rea­sons for not con­sol­i­dat­ing a sub­sidiary should be dis­closed in the CFS. The respon­si­bil­i­ty of deter­min­ing whether a par­tic­u­lar enti­ty should be includ­ed or not for con­sol­i­da­tion would be that of the Man­age­ment of the par­ent enti­ty. In case, its Statu­to­ry Audi­tors are of the opin­ion that an enti­ty, which ought to have been con­sol­i­dat­ed, has been omit­ted, they should incor­po­rate their com­ments in this regard in the “Audi­tors Report”.

5. Addi­tion­al Disclosures

5.1 Pro­vi­sions and Contingencies

To facil­i­tate easy read­ing of the finan­cial state­ments and to make the infor­ma­tion on all Pro­vi­sions and Con­tin­gen­cies avail­able at one place, NBFCs are required to dis­close in the NTA the fol­low­ing information:

(Amount in Rs. crore)
Break up of ‘Pro­vi­sions and Con­tin­gen­cies’ shown under the head Expen­di­ture in Prof­it and Loss Account Cur­rent Year Pre­vi­ous Year
Pro­vi­sions for depre­ci­a­tion on Investment
Pro­vi­sion towards NPA
Pro­vi­sion made towards Income tax
Oth­er Pro­vi­sion and Con­tin­gen­cies (with details)
Pro­vi­sion for Stan­dard Assets

5.2 Draw Down from Reserves

Suit­able dis­clo­sures are to be made regard­ing any draw down of reserves in the NTA.

5.3 Con­cen­tra­tion of Deposits, Advances, Expo­sures and NPAs

5.3.1 Con­cen­tra­tion of Deposits (for deposit tak­ing NBFCs)

(Amount in Rs. crore)
Total Deposits of twen­ty largest depositors
Per­cent­age of Deposits of twen­ty largest depos­i­tors to Total Deposits of the NBFC

5.3.2 Con­cen­tra­tion of Advances

(Amount in Rs. crore)
Total Advances to twen­ty largest borrowers
Per­cent­age of Advances to twen­ty largest bor­row­ers to Total Advances of the NBFC

5.3.3 Con­cen­tra­tion of Exposures

(Amount in Rs. crore)
Total Expo­sure to twen­ty largest bor­row­ers / customers
Per­cent­age of Expo­sures to twen­ty largest bor­row­ers / cus­tomers to Total Expo­sure of the NBFC on bor­row­ers / customers

5.3.4  Con­cen­tra­tion of NPAs

(Amount in Rs. crore)
Total Expo­sure to top four NPA accounts

5.3.5 Sec­tor-wise NPAs

Sl. No. Sec­tor Per­cent­age of NPAs to Total Advances in that sector
1. Agri­cul­ture & allied activities
2. MSME
3. Cor­po­rate borrowers
4. Ser­vices
2. Unse­cured per­son­al loans
3. Auto loans
4. Oth­er per­son­al loans

5.4 Move­ment of NPAs

(Amount in Rs. crore)
Par­tic­u­lars Cur­rent Year Pre­vi­ous Year
(i) Net NPAs to Net Advances (%)
(ii) Move­ment of NPAs (Gross)
(a) Open­ing balance
(b) Addi­tions dur­ing the year
© Reduc­tions dur­ing the year
(d) Clos­ing balance
(iii) Move­ment of Net NPAs
(a) Open­ing balance
(b) Addi­tions dur­ing the year
© Reduc­tions dur­ing the year
(d) Clos­ing balance
(iv) Move­ment of pro­vi­sions for NPAs (exclud­ing pro­vi­sions on stan­dard assets)
(a) Open­ing balance
(b) Pro­vi­sions made dur­ing the year
© Write-off / write-back of excess provisions
(d) Clos­ing balance

5.5  Over­seas Assets (for those with Joint Ven­tures and Sub­sidiaries abroad)

Name of the Joint Venture/ Subsidiary

 Oth­er Part­ner in the JV Coun­try Total Assets

5.6 Off-bal­ance Sheet SPVs spon­sored (which are required to be con­sol­i­dat­ed as per account­ing norms)

Name of the SPV sponsored
Domes­tic Over­seas

6. Dis­clo­sure of Complaints

6.1 Cus­tomer Complaints

(a) No. of com­plaints pend­ing at the begin­ning of the year
(b) No. of com­plaints received dur­ing the year
© No. of com­plaints redressed dur­ing the year
(d) No. of com­plaints pend­ing at the end of the year

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