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IIFL Finance Limited has finalized the terms for a non-convertible debenture (NCD) issue worth up to ₹100 crore through private placement, following the approval of its Finance Committee on December 11, 2025. This move comes after the initial board approval announced on December 8, 2025, and is aimed at mobilizing funds efficiently while providing investors with a structured debt instrument.

Issue Structure and Key Specifications

The NCDs, categorized as Series D34 debentures, are senior, unsecured, listed, rated, and redeemable. The issue has been structured to accommodate up to 10,000 NCDs, each with a face value of ₹1,00,000. The base issue is set at ₹25 crore (2,500 NCDs), while a greenshoe option allows the company to raise an additional ₹75 crore (7,500 NCDs) depending on investor demand. The debentures are planned to be listed on the National Stock Exchange (NSE), providing liquidity and trading access in the secondary market.

Terms and Conditions Framework

The Finance Committee has established detailed operational terms for the debentures. The tenure, coupon rate, payment schedule, and redemption terms are specified in the Key Information Document (KID) prepared for the issue. No special rights are attached to the debentures beyond standard investor protections.

Investor Protection and Penalty Provisions

To safeguard investors, the debentures include a penalty mechanism in case of delayed payments. If the company fails to pay interest or principal for more than three months from the due date, an additional interest of 2% per annum over the coupon rate will be payable from the date of default until resolution, under the guidance of the Debenture Trustee acting on behalf of debenture holders.

Regulatory Compliance

The issue complies with SEBI regulations, including Regulation 30 and 51 of the SEBI Listing Obligations and Disclosure Requirements Regulations, 2015. Additionally, the structure adheres to SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, ensuring full regulatory adherence for private placement transactions.

Strategic Implications

This NCD issuance forms part of IIFL Finance’s broader strategy to diversify its funding sources through the debt capital markets. The private placement format allows efficient capital raising, while the NSE listing enhances tradability for investors. The inclusion of a greenshoe option offers flexibility to scale the issue based on market demand and ensures optimal fund mobilization for corporate requirements.

Summary:

IIFL Finance Limited has finalized a ₹100 crore private placement of Series D34 NCDs, with a base issue of ₹25 crore and a greenshoe option of ₹75 crore. The senior, unsecured, listed debentures carry investor protection measures, comply with SEBI regulations, and are planned for NSE listing. This move strengthens IIFL Finance’s capital-raising strategy and offers flexible, tradable debt instruments to investors.

Disclaimer:

This article is intended solely for educational and informational purposes. The securities or companies mentioned are provided as examples and should not be considered as recommendations. Nothing contained herein constitutes personal financial advice or investment recommendations. Readers are advised to conduct their own research and consult a qualified financial advisor before making any investment decisions.

Investments in securities markets are subject to market risks. Please read all related documents carefully before investing.