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Corporate Laws Central Ministry of Finance Reserve Bank of India Act, 1934

Reserve Bank of India (Non-Banking Financial Companies - Registration, Exemptions and Framework for Scale Based Regulation) Directions, 2025

28-Nov-2025 | RBI/DOR/2025-26/339 DOR.FIN.REC.No.258/03.10.119/2025-26

RBI has issued Reserve Bank of India (Non-Banking Financial Companies - Registration, Exemptions and Framework for Scale Based Regulation) Directions, 2025 effective from 28th Nov, 2025. Key Highlights of these Directions: - Layered regulatory structure: NBFCs are categorised into four layers (Base, Middle, Upper, and Top), with regulations tailored to each layer's risk profile. - Refined and integrated regulations: The 2025 Directions integrate and refine previous regulations, including prudential norms, governance, and activity-based compliance, while also addressing aspects like fair practice governance, outsourcing, and fit and proper criteria. - NBFC investment in group entities routed through AIFs will be treated as direct exposure for NOF calculation if 50% or more of AIF funds originate from the NBFC. - NBFCs must comply with reporting instructions prescribed by the Department of Supervision, including periodic and event-based filings. - All previous SBR-related directions and NBFC registration guidelines stand repealed. However, Past actions, penalties, or proceedings remain valid; all approvals or acknowledgements under old directions are deemed valid under the new framework. - Once an NBFC is categorised as NBFC-UL, it shall be subject to enhanced regulatory requirements, at least for a period of five years from its classification in the layer. - Investments in NBFCs from FATF non-compliant jurisdictions shall not be treated at par with those from the compliant jurisdictions. For more information, kindly refer to the attached document.

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