What changed
RBI issued formal Directions under Sections 45JA, 45K, and 45L of the RBI Act, 1934, making prior approval mandatory for any overseas expansion by NBFCs, codifying specific conditions including caps on investment, prohibition on non-financial sectors, and host jurisdiction regulation requirements.
What it means for you
NBFCs must now comply with a stricter regulatory framework before venturing abroad, ensuring overseas investments align with financial sector regulation. The 100% net owned funds cap limits exposure, and the requirement for host jurisdiction regulation adds compliance burden. Banks and lenders dealing with NBFCs should reassess counterparty risks and cross-border exposures.
What you must do
- Ensure your NBFC obtains prior written RBI approval before any overseas branch, subsidiary, joint venture, or investment.
- Verify that the overseas entity's core activity is regulated by a financial sector regulator in the host country.
- Monitor aggregate overseas investment to not exceed 100% of net owned funds.
- Ensure overseas investment in a single entity, including step down subsidiaries, does not exceed 15% of the NBFC's owned funds.
- Review FEMA compliance and avoid investments in non-financial sectors, activities prohibited under FEMA, or sectoral funds.
Who it affects
All deposit-taking and non-deposit-taking NBFCs registered with RBI, NBFCs planning overseas branches, subsidiaries, joint ventures, or investments
Do these Directions apply to all NBFCs or only deposit-taking ones?
The Directions apply to both deposit-taking and non-deposit-taking NBFCs registered with RBI.
What is the maximum overseas investment allowed under these rules?
The aggregate overseas investment by an NBFC must not exceed 100% of its net owned funds (NoF), and investment in a single entity, including step down subsidiaries, must not exceed 15% of the NBFC's owned funds.
Can an NBFC invest in a non-financial services company abroad?
No, investment in non-financial service sectors is not permitted under these Directions.