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NBFC COMPANY REGISTRATION

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APPLICATION FORM FOR REGISTRATION WITH RBI UNDER SECTION 45-IA OF THE RBI ACT, 1934

FORM OF APPLICATION FOR CERTIFICATE OF REGISTRATION TO COMMENCE/CARRY ON THE BUSINESS OF A


NON-BANKING FINANCIAL COMPANY - NON–DEPOSIT TAKING (NBFC-ND)

TYPE
SPECIFIC CATEGORY
Name and address of registered (Not Blank)
office of the company
(in block letters)
By Registered Post A.D./Hand Delivery

To
The Chief General Manager
Department of Non-Banking Regulation
Reserve Bank of India,
Centre I, World Trade Centre
Mumbai-400 005

(Please select the regional office from the list)


(Place)

Dear Sir,
Application for a Certificate of Registration (CoR) to commence the business of a of a NBFC-ND

We make this application in terms of sub-section (2) of section 45-IA of the Reserve Bank of India
Act, 1934 for issue of a Certificate of Registration. The required documents/information as per the
instructions are furnished.

We are desirous of commencing the business of a non-banking financial institution. Hence, we


hereby request you to kindly issue the necessary Certificate of Registration under sub-section (1)
of section 45-IA of the Reserve Bank of India Act, 1934 to enable our company to commence the
business of a non-banking financial institution.

We declare that to the best of our knowledge and belief the information furnished in the
statements/annexes enclosed hereto is true/correct and complete.

For and on behalf of

Date: Name of the Company :


CommandButton1
Signature :
Place: Name:
Designation:
Company Seal :

Encl. : ................Sheets
*Strike out whichever is not applicable.
Instructions (Fill up the application form strictly in accordance with these instructions)

General
Application should be made in the prescribed form only. Wherever space is insufficient, information may be furnished
1 in separate sheet/s.
2 Application along with enclosures duly completed should be duly filed, page numbered and submitted
3 A photocopy of the application as submitted may be kept with the company for its record.
Application should be signed by any of the following officials authorised by the Board of Directors, in this behalf (viz.,
Chairman, Managing Director, Chief Executive Officer, Company Secretary, a whole-time Director or any other
4 official).
5 Application should bear common seal of the company and certified by the Statutory Auditors.
Annex I
If the company or any of its Directors/shareholders/Major functionaries/principal officers have ever defaulted in timely
repayment of deposit and payment of interest, a list of all such pending cases and the action taken in respect of each
case should be furnished. The company should also submit a list containing the details of all the court cases pending
6 against it, including those pending in consumer fora.
Annex II
For filling up Annex II, please refer to the provisions contained in Non-Banking Financial (Non-Deposit Accepting or
Holding) Companies Prudential Norms (Reserve Bank) Directions, 2007 on prudential norms as amended from time to
7 time
The particulars/information to be furnished in Annex II of the application should be based on figures as disclosed in
the latest annual audited balance-sheet. However, in the case of a newly incorporated company, such
particulars/information should be based on the balance-sheet as on a date falling within thirty days preceding the date
8 of application.
9 The contents of Annex I &II should be certified by the Statutory Auditors.
Annex III

Please ensure that names (spelling, etc.) and addresses (at item No.7 & 8) tally with DIN allotment letter. Please
10 explain reasons for variations, if any, and support the claim of genuineness with a magistrate’s certificate
ANNEX I Company Identification Information (CII)

Validate Edit
Sr. No. Particulars Details
Region to which company has to report

1 Name of the Company (Please do not leave these mandatory fields blank)
2 CIN of the company
3 PAN of the company

4
Date of incorporation
5 Registered Address of the Company
.. Date Picker

Address Line 1:
Address Line 2:
Address Line 3:
City:
State:
Pin Code
Phone No
Fax
Email:

6 Corporate Office of the Company


The ROC with which the company is registered
7
City:
State:
8 How is the company registered with ROC
If registered as Public Limited Company, date of
9 commencement of business.
10 Whether the company has changed its name earlier?
..
If yes then,

Sr.No.
INSERT
Earlier names of the company
DELETE Date/s of change Names of Chief Executive Officer and Reasons for such a change
Chairman
1
2

Is the Company registered with any other


11 financial regulator other than ROC

INSERT DELETE
Sr.No. Name of the Regulator Registration number of the company Date of Registration
1
2

Whether the MoA permits the company to carry


12 out Financial Business
13 Financial details
Amount of Net Owned Funds as on (date) Rs.
Crore
Total Assets Rs . Crore
Total Liabilities Rs . Crore
No. of branches
14 Details of Start–up capital of the company is from own sources /borrowed funds/Foreign funding (Rs in cr)
Own funds Rs . Crore
Borrowed Capital Rs . Crore
Foreign Funding Rs . Crore

15 Details of Latest shareholding pattern

INSERT DELETE
Sr.No. Name of share holder Total No. of shares held Amount % of Total Share Capital
1

16 Whether the company has received Foreign Direct Investment.


If yes, then providde following
FIPB or Automatic Route
specify the Entity name
Amount
% of FDI in shareholding
Has the company already started its business
17 operations?
(Text to write upto 1000 words)
If yes, please furnish a brief background note on
the activities of the company since inception and
the reasons for applying for NBFC registration.
Is the Company carrying on any Finance related
18 business?
If yes, specify the type of Activity. (Text to write upto 250 words)

Has it applied to RBI earlier for a CoR. If yes


details thereof to be submitted.
19
If not applied to RBI earlier, whether the
company was doing NBFI activities without
CoR.
If yes, indicate reasons for same. (Text to write upto 250 words)
Whether company has completely stopped NBFI
(Text to write upto 250 words)
activities now and furnish the certificate in this
regard certified by their auditor.
Also, submit a letter seeking to be condoned for
violation of Sec 45 IA if the company had
conducted NBFI business detailing the
circumstances.
Whether the company has ever accepted
20 deposits in the past?
(Text to write upto 500 words)

If yes, specify under which provisions of law it


has been accepted along with the period and
the quantum of deposits outstanding as on the
date of this application
Has the Company defaulted in repayment of the
21 deposits accepted earlier?
If yes, to what extent. Quantify the amount of
default.
Whether the company has raised any funds by
way of unsecured loans from others (including
22 the directors) during the year

If yes, whether these unsecured loans fall under


the exempted category of Public deposits.
(Text to write upto 500 words)

If Yes, Please furnish full details of the loans.


Has the company borrowed from Bank/NBFC/FI
23 etc?

INSERT DELETE
Sr.No. Name of Entity Amount of Loan (Rs in Lakhs) Loan Classification by Bank viz. Standard, balance outstanding as on the
Sub-standard etc date of application
1

Is the present company created out of mergers


24 and acquisition if any with/of other companies?
(Text to write upto 1000 words)
If yes, please furnish complete information
about the merger/acquisition and the names of
the earlier company/ies which merged to form
the present company or the earlier company
which took over the present company
Is the Company a Subsidiary of a Holding
25 Company?
If Yes, Please full particulars of all the Holding
Company. (Name, Registered office address)
Does the Company have a
26 Subsidiary/Associate/Group company

INSERT DELETE
Sr.No. Name of Holding/Subsidary/Associate Address (Registered Office) 7(ii)Action if any initiated / pending against Name of Regulator
Group Companies the company by the regulator with details
(strictures, penalties, adjudications,
investigations etc)
1

Are there any pending civil or criminal cases


27 against the company?
If yes, give complete information about the case (Text to write upto 1000 words)
and the courts in which it is pending
28 If it is an existing company, was it engaged in
full-fledged or partial money changing activity?
(If yes, please furnish a copy of the RBI’s
permission in this regard.)

If it is an existing company, is it engaged in any


29 capital market activity?

If yes, whether it is registered with SEBI and has


(Text to write upto 250 words)
there been any non-compliance with SEBI
Regulations?
Whether the company had been issued a
Certificate of Registration earlier in terms of
Circular DFC (COC) No. 2/02/04/96-97, dated
33 July 24, 1996?
If Yes Please furnish information on the CoR (Text to write upto 250 words)
( Cor date ) & submit a copy of the CoR.
Whether the company was transacting the
business of Non-banking financial institution as
34 on January 9, 1997?
If Yes, please complete particulars of the type of (Text to write upto 250 words)
business

Date of commencement of the business 1/6/2009 ..


35 Classification as made by RBI

Whether the applicant company or its group


companies/subsidiaries/associate company
36 is/are engaged in Multi level Marketing activity?

If yes, specify the details thereof.

Name/s of Statutory Auditor/s of the company with address/es Telephone numbers, fax, email and the ICAI registration Number

AUDITOR INFO INSERT DELETE


Sr. No. Name of the Statutory Auditor Address Line 1 Address Line 2 Address Line 3 City State Pin Code Phone Fax EMail Address
1

INSERT DELETE
9.1 Name/s & Address /es of bankers
BANK INFO (Annex)

Sr. No. Bank Name: Bank Address (Full Address) City : State Pin Code Phone Fax EMail Addres
1 test te test2 teeee 32

Declaration: I, Shri/Smt/Kum.
director of (Name of applicant company) confirm on behalf of the company that the company owns electronic infrastructure and is capable to electronically submit data/returns
through internet as and when required by Reserve Bank of India (Tick √ if complied)

Signature Name :
:
Date :
Place :
... Designation :
Company Seal:
Statutory Auditors Certificate
In addition to the above, we also certify that:
a) the company is not carrying on any NBFC activity
b) that the company has/has not accepted FDI till date (Fill the details as applicable). Whether the company fulfils the Minimum capitalization norms or not. (Specify details)
c) that the company has/has not borrowed funds from the bank/s(Fill the details as applicable)
d) adequacy of statutory NOF post investment (applicable only in case of NBFC share holders)
e) If unsecured loans are raised by the applicant company, whether they fall under the exempted category of Public deposits.
f) UIBs in the group where the director holds substantial interest or otherwise has not accepted any public deposit in the past/does not hold any public deposit as on date.
g) Net Worth of Shareholders holding Substantial Interest (more than 10%) has been verified by us
h) the company has not accepted public funds in the past/does not hold any public fund as on the date (applicable only in case of Type I - NBFC-ND)
i) the company does not have any customer interface as on date (applicable only in case of Type I - NBFC-ND)
j) the company has not accepted any public deposit, in the past (specify period)/does not hold any public deposit as on the date (applicable only in case of Type II - NBFC-ND, NBFC-MFI, NBFC- factor, NBFC-IDF)
Certified that the data/information furnished above has been examined by us and to the best of my knowledge and belief they are correct.

Place:
Name of the Statutory Auditor: Signature:
Date:
Common Seal:
ANNEX II STATEMENT OF CAPITAL FUNDS AND RISK ASSETS AS ON ........
..
PART A
CAPITAL FUNDS - TIER-I
(Rs. in thousands)
Item Name Item Code Amount Rs
(i) Paid-up Equity Capital 111
(ii) Free reserves (Please see note below) :
(a) General Reserves 112
(b) Share Premium 113
(c) Capital Reserves (representing surplus on sale of assets held in 114
separate account)
(d) Debentures Redemption Reserve 115
(e) Capital Redemption Reserve 116
(f) Credit Balance in P & L Account 117
(g) Other free reserves (to be specified) 118
(iii) Total (111 to 118) 110 0.00
(iv) Accumulated balance of loss 121
(v) Deferred Revenue Expenditure 122
(vi) Other Intangible Assets 123
(vii) Total (121 to 123) 120 0.00
(viii) Owned funds (110 - 120) 130 0.00
Note : 'Free reserves' shall include balance in share premium account, capital and debenture redemption reserves and
Item Name Item Code Amount Rs.
(ix) Investment in shares of: [please see Note (1) below] :
(a) Subsidiaries 141
(b) Companies in the same Group 142
(c) Other non-banking financial companies 143
(x) The book value of debentures bonds, outstanding loans and advances (including hire-
(a) Subsidiaries 144
(b) Companies in the same Group 145
(xi) Total (141 to 145) 140 0.00
(xii) Amount of item 140 in excess of 10 per cent of item 130 above 150 0.00
(xiii) Tier-I Capital: Net owned funds (130 - 150) 151 0.00
Notes :
1 Investments in shares includes investment in fully convertible debentures and/or convertible portion of partially convertible
2 Debentures whether held in investment account or by way of stock-in-trade should be included under this item. Non-

Certified that the data/information furnished in this statement are in accordance with the guidelines issued by the Reserve
Bank of India. They have been compiled from the books of account and other records of the company and to the best of
my knowledge and belief they are correct.

Signature:
Date :
Place :
Name :
Designation :
Company Seal:
Auditor’s Report
We have examined the books of account and other records maintained by.....................Limited in respect of the capital funds, risk
assets/exposures and risk asset ratio, etc., as on.............and report that to the best of our knowledge and according to the information and
explanations given to us and as shown by the record examined by us, the figures shown in the statement are correct.

Signature:
Date :
Place :
Name :
Designation :
Company Seal:
Rs. in thousands)
(Rs. In 000s)

ure redemption reserves and

le portion of partially convertible


uded under this item. Non-
the capital funds, risk
ccording to the information and
e correct.
INSERT DELETE
INFORMATION ABOUT THE PROMOTERS, CHAIRMAN, MANAGING DIRECTOR, DIRECTORS AND THE CHIEF EXECUTIVE OFFICER OF THE COMPANY
(Please see note on page 2)
[5] Business Address [6] Residential Address
[11] Name/s of other companies in
[10] Director's
[9] PAN No.(Alloted by which the person is holding the post
[7] Educational/professional [8] Line of business or Identification
Sr. No [1] Name [2] Designation [3] Nationality [4] Age Income Tax of Chairman/ Managing
qualifications vocation Number(DIN)(Alloted
Department) Director/Director/Chief Executive
Address-1 Address-2 Address-3 City State Pin-Code Phone Fax E-Mail Address-1 Address-2 Address-3 City State Pin-Code Phone Fax E-Mail by RoC)
Officer

INSERT DELETE
(Please see item 12 of instructions)

Sr.No Name of the company/firm/propriety Activity If company If companywhether % of share holding Bankers’ name & address of the company/ firm/
concerns whether it is it is regulated by propriety concern where the person holds substantial
NBFC SEBI/ MCX interest
IRDA/FMC/
NCDEX
NHB/Other

Note : Separate form should be submitted in respect of each of such functionaries, by using photocopy of this format

...
I solemnly declare that to the best of my knowledge and belief the information furnished in the statement above is correct, complete and truly stated.

Date : Name :
Place : Designation :

...
I solemnly declare that to the best of my knowledge and belief the information furnished in the statement above is correct, complete and truly stated.

Date : Name :
Place: Designation :
(Chief Executive
Officer)

Note : Separate Annex III should be submitted in respect of each of such functionaries.
[12] Whether associated [13] Whether Prosecuted convicted for any ecnomic offience [14] Experience in the business of NBFC
[15] Equity shareholding in the company
(ii) If yes, particulars thereof (v) If yes, particulars thereof [16] Name/s of the companies, firms
(i) Whether associated as Promoter, Managing (ii) If yes, the name/s of the company/ies and (iii) Whether any of the above companies have (i) Whether prosecuted/convicted for any economic offence (iii) Wether the Director or any of the (iv) Whether disqualified in the past to be
Director, Chairman or Director with any NBFC its/ their CoR number. been prohibited from accepting (including under section 138 of NI Act, 1888), either in the companies, he is associated with, has been director of a company under the Companies and proprietary concerns in which the
Percentage to total equity
including a Residuary Non-Banking Financial deposits/prosecuted by RBI ? individual capacity or as a partner/director of any firm/company subject to any investigation at the instance of Act, 1956 or debarred from becoming Director person holds substantial interest
Number of years (i) NBFC (ii) other financial institution (give details) (iii) any other activities (please specify) No. Of Share) Face value share capital of the
Company which has been prohibited from or attracts any disqualification envisaged under section 274 of the Government Department or Agencies/ company
accepting deposits/prosecuted by RBI ?(Yes/No) the Companies Act, 1956. ?(Yes/No) Regulators.
DOCUMENTS REQUIRED TO BE ENCLOSED WITH THE APPLICATION FORM
Select : Type I - NBFC-ND Type II - NBFC-ND (including new applications of NBFC-MFI,
NBFC-Factor, NBFC-IDF)An Indicative list of basic documents/information to be furnished along with the application form:
Type 1
Sr. No. Requirements to be complied with and documents to be submitted to RBI by Page no.
Companies for obtaining certificate and Registration from RBI as NBFC in file
1 Certified copies of Certificate of Incorporation and Certificate of Commencement of
Business in case of public limited companies.
2 Certified copies of extract of only the main object clause in the MOA relating to the
financial business.
3 Board resolution stating that:
a) the company is not carrying on any NBFC activity/stopped NBFC activity and will
not carry on/commence the same before getting registration from RBI

b) the UIBs in the group where the director holds substantial interest or otherwise has
not accepted any public deposit in the past /does not hold any public deposit as on the
date and will not accept the same in future
c) the company has formulated “Fair Practices Code” as per RBI Guidelines

d) the company has not accepted public funds in the past/does not hold any public
fund as on the date and will not accept the same in the future without the approval of
Reserve Bank of India

e) the company does not have any customer interface as on date and will not have
any customer interface in the future without the approval of Reserve Bank of India

4 Copy of Fixed Deposit receipt & bankers certificate of no lien indicating balances in
support of NOF
5 For companies already in existence, the Audited balance sheet and Profit & Loss
account along with directors & auditors report or for the entire period the company is
in existence, or for last three years , whichever is less, should be submitted

6 Banker’s report in respect of applicant company, its


group/subsidiary/associate/holding
Note: Please provide bankers reportcompany/related parties,
from all the bankers directors
of each of the
of these applicant
entities and
company
provide thehaving
reportsubstantial interest in
for all the entities. Theother companies
details Theand
of deposits Banker’s report should
loans balances as on
be about
the the
date of dealings of
application and these entities with
the conduct these
of the bankers
account as abedepositing
should specified.entity or a
borrowing entity.

Type 2
Sr. No. Requirements to be complied with and documents to be submitted to RBI by Page no.
Companies
1 Certified for of
copies obtaining certificate
Certificate and Registration
of Incorporation fromofRBI
and Certificate as NBFC
Commencement of in file
Business in case of public limited companies.
2 Certified copies of extract of only the main object clause in the MOA relating to the
financial business.

3 Board resolution stating that:

a) the company is not carrying on any NBFC activity/stopped NBFC activity


and will not carry on/commence the same before getting registration from
RBI
b) the company has not accepted any public deposit, in the past (specify
period)/does not hold any public deposit as on the date and will not accept
the same in future without the prior approval of Reserve Bank of India
c) the UIBs in the group where the director holds substantial interest or
otherwise has not accepted any public deposit in the past /does not hold any
public deposit as on the date and will not accept the same in future

d) the company has formulated “Fair Practices Code” as per RBI Guidelines

4 Copy of Fixed Deposit receipt & bankers certificate of no lien indicating balances in
support of NOF
5 For companies already in existence, the Audited balance sheet and Profit & Loss
account along with directors & auditors report or for the entire period the company is
in existence, or for last three years, whichever is less, should be submitted
6 Copy of the certificate of highest educational and professional qualification in respect
of all the directors
7 Copy of experience certificate, if any, in the Financial Services Sector (including
Banking Sector) in respect of all the directors
8 Banker’s report in respect of applicant company, its
group/subsidiary/associate/holding
Note: Please provide bankers reportcompany/related parties,
from all the bankers directors
of each of the
of these applicant
entities and
company
provide thehaving
reportsubstantial interest in
for all the entities. Theother companies
details Theand
of deposits Banker’s report should
loans balances as on
be about
the the
date of dealings of
application and these entities with
the conduct these
of the bankers
account as abedepositing
should specified.entity or a
borrowing entity.

In addition to the Documents required for registration as Type II - NBFC-ND, following list of documents / information to be
submitted by the NBFC-MFI applicant:
i) Board resolution stating that:
a) the company will be a member of all the Credit Information Companies and will be a member of at least one Self Regulatory
Organisation
b) the company will adhere to the regulations regarding pricing of credit, Fair Practices in lending and non-coercive method of
recovery as per RBI Guidelines
c) the company has fixed internal exposure limits to avoid any undesirable concentration in specific geographical locations
d) the company is not licensed under Section 25 of the Companies Act, 1956 / Section 8 of the Companies Act, 2013.
ii) Roadmap for achieving 85% qualifying assets.
In addition to the Documents required for registration as Type II - NBFC-ND, following list of documents / information to be
submitted by the NBFC-Factor applicant:
i) Board Resolution enclosing roadmap that the company will have financial assets in the factoring business constituting at least
50% of its total assets and its income derived from factoring business will not less than 50% of its gross income (Specify the time
frame)

In addition to the Documents required for registration as Type II - NBFC-ND, following list of documents / information to be
submitted by the NBFC-IDF applicant:
i) No objection Certificate from RBI issued to NBFC-IFC for sponsoring the NBFC-IDF.
ii) Copy of Tripartite Agreement between the concessionaire, the Project Authority and NBFC-IDF.
iii) Details of change in the management of the sponsor company during last financial year till date, if any, and reasons thereof.
iv) Source of startup capital of the company with documentary evidence. NBFC-IDF would raise resources through issue of either
Rupee or Dollar denominated Bonds of minimum 5-year maturity.
ADDITIONAL INFORMATION/DECLARATION REQUIRED FOR NBFC-MFI APPLICANT ONLY
Company Identification Information (CII)

Sr. No. Particulars Details


1 Whether the company was transacting the business of Micro Financial Institution
on or before December 2, 2011?
2 If yes mention the date of commencement of such business.
3 Details of the Self Regulatory Organisation (SRO) with which the company is
..
associated (Name, Registered Address, Phone, Fax, E-mail)
4 Are there any other NBFC-MFIs/pending NBFC-MFIs in the group?
5 If yes, kindly justify in having another NBFC-MFI within the Group?
6 The Projected business plan for 3 years must indicate the following (year wise):
i. Amount of loan assets to be originated
ii. Amount of loan assets to be extended for income generation
iii. Break up of amount of assets to be originated in rural areas and semi-urban and
urban areas

iv. Activities the company intends to support in rural and semi-urban areas and
urban areas

v. Projected profits
vi. Average cost of borrowings
vii. Average Return on Assets(ROA)
viii. Expected capital expenditure in
a. land and buildings and
b. IT resources
ix. Locations where the company intends to operate
x. Allocation of resources to training and skill
development of SHGs/JLGs

Declaration: I, Shri/Smt/Kum._________ director of (Name of applicant company)


confirm on behalf of the company that the company has fully understood the
guidelines related to NBFC-MFI by the Reserve Bank of India updated from time to
time and shall comply to the same.

Signature of the director:


Name:
Seal of the company:
Additional information/DECLARATION required for NBFC-Factor applicant only

Declaration: I, Shri/Smt/Kum
director of (Name of applicant company)
confirm on behalf of the company that the company has fully understood the
guidelines related to NBFC-Factor by the Reserve Bank of India updated from
time to time and shall comply to the same.

Signature of the director:


Name:
Seal of the company:
r NBFC-Factor applicant only
Additional information required for NBFC-IDF applicant only

Sr. No. Particulars Details


1 Details of the sponsor NBFC-Infrastructure Finance Company (IFC)
(i) Name
(ii) Registered Address
(iii) Phone
(iv) Fax
(v) E-mail
2 Details of the sponsor Bank
(i) Name
(ii) Registered Address
(iii) Phone
(iv) Fax
(v) E-mail
3 Details of the concessionaire
(i) Name
(ii) Registered Address
(iii) Phone
(iv) Fax
(v) E-mail
4 Details of the Project Authority
(i) Name
(ii) Registered Address
(iii) Phone
(iv) Fax
(v) E-mail

Declaration: I, Shri/Smt/Kum
director of (Name of applicant company)
confirm on behalf of the company that the company has fully understood the
guidelines related to NBFC-IDF by the Reserve Bank of India updated from time to
time and shall comply to the same.

Signature of the director:


Name:
Seal of the company:

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