NBFC Company Formation

nbfc company formation

In the intricate landscape of financial services, Non-Banking Financial Companies (NBFCs) have carved a niche for themselves as versatile entities that offer a wide range of financial products and services. If you’re considering venturing into the realm of NBFCs, this comprehensive guide will illuminate the path of NBFC company formation. We’ll delve into the regulatory framework, the significance of NBFCs, and the steps involved in establishing one.

What are NBFCs

Non-Banking Financial Companies are financial institutions that provide financial services similar to banks, but they do not hold a banking license. NBFCs play a vital role in catering to various financial needs, including lending, investment, wealth management, and more.

Types of NBFCs in India

NBFCs in India vary according to the functions they perform. Here are some of the most common types of NBFCs in India-:

1) Asset Finance Companies-: Asset Finance Companies primarily focus on providing financial assistance for the acquisition of physical assets. These assets can include vehicles like cars and commercial trucks, industrial machinery, and equipment for various industries. AFCs play a crucial role in supporting businesses and individuals in acquiring essential assets, which might otherwise be challenging to purchase outright. They offer various financing options such as loans and leases, making it more accessible for their customers to acquire the necessary equipment or vehicles for their operations.

2) Investment Companies-: Investment Companies are primarily involved in making investments in various financial instruments, such as stocks, bonds, and other securities. These NBFCs serve as an avenue for individuals and businesses to access financial markets and diversify their investment portfolios. ICs typically invest funds on behalf of their clients or shareholders, aiming to generate returns from the appreciation of these assets over time. They can provide investment advisory services, asset management, and wealth management solutions, depending on their specific focus.

3) Loan Companies-: Loan Companies are NBFCs that specialize in providing loans and advances to individuals and businesses. They fill a crucial gap in the financial ecosystem, extending credit to borrowers who might not meet the stringent criteria of traditional banks. LCs offer a wide range of loan products, including personal loans, business loans, and consumer finance, thereby enabling people to fulfill various financial needs, from starting a small business to covering unexpected expenses.

4) Infrastructure Finance Companies-: Infrastructure Finance Companies focus on financing large-scale infrastructure projects, such as highways, bridges, power plants, and other critical public works. These NBFCs play a pivotal role in funding the development of infrastructure, which is vital for economic growth and development. IFCs often work in collaboration with government agencies and private sector entities to ensure the funding and timely execution of such projects, contributing to the overall infrastructure development of the country.

5) Microfinance Institutions-: Microfinance Institutions are NBFCs that provide small, unsecured loans to economically disadvantaged individuals, especially in rural and underserved areas. Their primary goal is to alleviate poverty and promote financial inclusion by extending credit to those who lack access to traditional banking services. These loans are typically used for income-generating activities or meeting urgent financial needs. MFIs have been instrumental in empowering marginalized communities by offering them a chance to improve their financial well-being.

6) Peer-to-Peer Lending Platforms-: Peer-to-Peer Lending Platforms are a relatively modern type of NBFC that operate online and connect individual lenders with borrowers. They serve as intermediaries, enabling individuals to lend money to one another through a digital platform. P2P lending has gained popularity as an alternative source of financing, allowing borrowers to access funds without going through traditional financial institutions, while lenders can potentially earn attractive returns on their investments. P2P NBFCs have facilitated easier access to credit and investment opportunities for individuals, often at competitive interest rates.

These NBFCs cater to a wide range of financial needs and sectors, contributing to the overall diversity and accessibility of financial services in India.

Benefits of NBFCs

Non-Banking Financial Companies (NBFCs) play a pivotal role in India’s financial landscape, offering several significant benefits to both individual users and the broader economy.

Improved Access to Credit-: NBFCs extend financial services to individuals and businesses that may not meet traditional banks’ stringent lending criteria. This expanded access to credit empowers users by providing them with the necessary funds for various purposes, such as starting a business, buying a home, or meeting unforeseen financial needs. This enhanced accessibility stimulates economic growth by promoting entrepreneurship and consumption, ultimately contributing to a healthier financial ecosystem.

Faster Loan Processing-: NBFCs are known for their agility in processing loans and other financial products. They employ innovative technologies and flexible underwriting processes, enabling quicker approval and disbursement of funds. This expeditious service benefits users by addressing their urgent financial requirements and opportunities. For the financial landscape, this speed promotes liquidity and accelerates capital circulation, aiding economic development.

Tailored Financial Solutions-: NBFCs are often more adaptable in customizing financial products to meet specific customer needs. This personalization ensures that users can access financial solutions designed to suit their unique circumstances. This adaptability contributes to financial inclusion by offering products that traditional banks may not provide, fostering a more diversified and resilient financial ecosystem.

Lending to Underbanked Sectors-: NBFCs often focus on underbanked sectors, such as small and microenterprises, agriculture, and rural areas, where traditional banks may be hesitant to lend. By doing so, they address the credit needs of these marginalized segments, facilitating their growth and reducing economic disparities. Users in these sectors benefit by gaining access to essential financial resources, while the overall financial landscape becomes more inclusive and balanced.

Diversification of Investment Opportunities-: NBFCs diversify the investment landscape by providing a range of investment options to users, such as fixed deposits, debentures, and non-traditional financial instruments. This diversification allows users to optimize their investment portfolios, manage risk, and potentially earn higher returns. For the financial landscape, diversification promotes stability and reduces systemic risk.

Promoting Healthy Competition-: The presence of NBFCs fosters competition in the financial sector. This competition incentivizes traditional banks to enhance their services, reduce interest rates, and improve customer experiences. Users benefit from these competitive forces through better terms and services. Additionally, a competitive financial landscape encourages innovation and efficiency, which can positively impact the overall economy.

NBFCs offer crucial benefits to both individual users and India’s financial landscape. They enhance access to credit, provide quicker loan processing, offer tailored solutions, serve underbanked sectors, diversify investment options, and promote healthy competition. These advantages collectively contribute to a more inclusive, responsive, and dynamic financial ecosystem, ultimately benefiting the nation’s economic development and its citizens.

Steps Involved in NBFC Company Formation

Company Formation-: The first step in establishing an NBFC is to incorporate a corporation under the Companies Act of 2013, or earlier applicable laws. It entails choosing an appropriate company structure, preparing required documents, and registering with the Registrar of Companies (RoC).

Net Owned Minimum Funds-: According to RBI regulations, NBFCs must maintain a minimum net-owned fund. The net owned fund includes equity capital, preferred shares, and other free reserves but excludes revaluation reserves, accumulated losses, and deferred revenue expenditure.

Obtain RBI Approval-: To operate as an NBFC, approval from the RBI is mandatory. The application for registration as an NBFC must be submitted online through the RBI’s online application portal. The application should include the necessary documents, such as the company’s memorandum and articles of association, certificate of incorporation, and details of directors and shareholders.

Meeting Prudential Norms-: NBFCs must comply with the prudential norms prescribed by the RBI, which include maintaining a minimum capital adequacy ratio, adhering to asset classification and provisioning norms, and following guidelines related to risk management, exposure limits, and corporate governance.

Compliance with Other Regulatory Requirements-: Apart from RBI regulations, NBFCs must also comply with other regulatory requirements, such as the Prevention of Money Laundering Act (PMLA), Know Your Customer (KYC) norms, and reporting obligations to various regulatory authorities.

Requirements of forming an NBFC in India

Register as a Limited Company-: Registering your NBFC as a Private or Public Limited Company is crucial because it provides a legal structure for your financial institution. It separates the company’s liabilities from the personal assets of its promoters and shareholders, providing a shield against financial risks. This structure also allows for the infusion of capital from various investors, making it easier to raise funds to meet regulatory requirements and expansion needs.

Minimum Net Owned Funds-: Maintaining the minimum net owned funds, as prescribed by the RBI, is essential for the financial stability of the NBFC. Adequate capital acts as a cushion against potential losses, ensures the company’s ability to meet its financial obligations, and builds trust with customers and regulators. Having a strong capital base enables the NBFC to absorb shocks and continue operations even during adverse economic conditions.

Business Plan-: A well-thought-out business plan is a roadmap for your NBFC’s growth and operations. It outlines your objectives, target markets, products, and services. It is a vital tool for attracting investors, lenders, and potential customers. It also helps you make informed decisions, allocate resources efficiently, and adapt to market changes, contributing to the long-term sustainability and profitability of your NBFC.

Management Team-: An experienced and competent management team is the backbone of an NBFC. Their expertise in financial services, risk management, and regulatory compliance is crucial for ensuring the company’s effective and ethical operation. A strong team can guide the NBFC through challenges, make prudent financial decisions, and maintain the trust of stakeholders, contributing to long-term success.

RBI Approval-: Obtaining approval from the Reserve Bank of India (RBI) is a mandatory step. It demonstrates your compliance with regulatory norms, ensuring that the NBFC operates within the legal framework. This not only enhances your credibility but also protects your business from potential legal and financial liabilities in the long run.

Compliance with Prudential Norms-: Compliance with the RBI’s prudential norms and capital adequacy requirements is essential for maintaining the financial health of the NBFC. It helps prevent excessive risk-taking, ensures adequate liquidity and capital reserves, and safeguards the interests of depositors and investors. Compliance with prudential norms is a cornerstone of responsible financial management, which is crucial for long-term success.

Infrastructure-: Setting up a robust infrastructure, including an office and IT systems, is vital for the smooth and efficient operation of the NBFC. It enables effective customer service, streamlined operations, and secure data management. A well-established infrastructure supports the scalability of the business and improves operational efficiency, contributing to long-term growth and profitability.

Regulatory Compliance and Risk Management-: Adhering to regulations on credit ratings, board composition, risk management, and AML/KYC practices is imperative. These regulations protect the NBFC from financial and reputational risks, prevent money laundering, and ensure fair practices. Compliant and ethical operations foster trust among customers, investors, and regulatory authorities, which is fundamental for the NBFC’s long-term sustainability and reputation.

Meeting these requirements is not just a regulatory necessity but also a strategic move to establish a strong, stable, and reputable NBFC that can thrive in the competitive financial industry over the long term.

NBFCs that need not be registered with the RBI

Chit Funds-: Chit funds operate under the Chit Funds Act, 1982, and are a form of collective savings and lending system. These funds do not require separate registration with the RBI because they are specifically regulated under this act. The Chit Funds Act provides a legal framework for the operation of chit funds, which are primarily intended to cater to the needs of small and medium-sized savers and investors. Under this regulatory framework, chit funds must adhere to certain rules and provide transparency to their members. Failure to comply with these regulations could result in legal actions, penalties, and even the potential closure of the chit fund.

Nidhi Companies-: Nidhi companies are mutual benefit societies, primarily involved in lending and borrowing activities among their members. These companies are regulated by the Ministry of Corporate Affairs under the Companies Act, 2013. They don’t require separate registration with the RBI because their activities are inherently limited to their members, and they are not involved in larger-scale financial operations. Nidhi companies are subject to strict regulatory compliance under the Companies Act, and non-compliance could lead to penalties, restrictions on their activities, or even deregistration.

Core Investment Companies-: Some Core Investment Companies, particularly those with small asset sizes and those that do not hold a public deposit or borrow from the public extensively, may be exempt from RBI registration. However, larger CICs, which could pose systemic risks, typically require registration and supervision by the RBI. CICs that fall under RBI’s registration purview must meet specific capital adequacy and prudential norms. Exempting certain smaller CICs from RBI registration aims to reduce the regulatory burden while ensuring that larger, potentially riskier entities are adequately regulated.

Microfinance Institutions-: Microfinance institutions in India are primarily regulated by the National Bank for Agriculture and Rural Development (NABARD) or the respective state-level agencies, rather than the RBI. Microfinance institutions serve the crucial purpose of providing financial services to underserved and economically weaker sections of society. While not registered with the RBI, they are still subject to regulation and oversight to ensure fair lending practices, interest rate caps, and other compliance requirements. Failure to adhere to these regulations could result in penalties, restrictions on operations, or even the revocation of licenses, preventing them from functioning as microfinance institutions.

The formation and operation of Non-Banking Financial Companies (NBFCs) in India represent a vital and dynamic segment of the financial landscape. These versatile institutions offer a diverse range of financial services, catering to the diverse needs of individuals and businesses across the country. The various types of NBFCs, including Asset Finance Companies, Investment Companies, Loan Companies, Infrastructure Finance Companies, Microfinance Institutions, and Peer-to-Peer Lending Platforms, play a crucial role in fostering financial inclusion, economic growth, and diversification of investment opportunities.

The benefits of NBFCs extend far beyond mere convenience, as they promote improved access to credit, faster loan processing, tailored financial solutions, and lending to underbanked sectors. Their presence also fosters healthy competition in the financial sector, encouraging innovation and efficiency. Furthermore, forming an NBFC in India involves a series of structured steps, regulatory compliance, and a strategic approach, ensuring long-term success and credibility.

It’s important to note that not all financial entities require registration with the Reserve Bank of India (RBI), as specific categories, such as Chit Funds, Nidhi Companies, Core Investment Companies, and certain Microfinance Institutions, operate under their respective regulatory frameworks. These exemptions aim to strike a balance between reducing regulatory burden and maintaining prudent oversight.

In summary, NBFCs have become an integral part of India’s financial ecosystem, promoting financial inclusivity, economic development, and innovation. Their continued growth and adherence to regulatory norms will undoubtedly contribute to a more resilient and diverse financial landscape for years to come.

G Akshay Associates