IIFL Finance has successfully issued non-convertible debentures (NCDs) worth up to ₹1,000 crore through private placement, as confirmed in its regulatory filing dated February 24, 2026. The Finance Committee of the Board of Directors approved the terms and conditions for this debt instrument offering, designated as Series D36, targeting institutional and high-net-worth investors.

Issue Structure and Specifications

The NCD issue has been structured with specific parameters to optimize fundraising and provide flexibility based on market conditions.

Instrument Characteristics

The approved NCDs are structured as senior, secured, listed, rated, and redeemable instruments with several investor-friendly features:

The instruments will be listed on the National Stock Exchange of India Limited, ensuring liquidity and transparency for investors. In case of payment delays exceeding three months, the company will pay an additional interest of 2% per annum over the coupon rate until the default is cured.

Regulatory Compliance

The issuance follows all regulatory requirements under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company has provided comprehensive disclosure as per Regulation 30 and SEBI Master Circular guidelines. Specific details regarding tenure, coupon rates, payment schedules, and security arrangements are outlined in the relevant Key Information Document.

Strategic Significance

This NCD issuance represents a significant milestone in the company's fundraising strategy, providing access to institutional capital through secured debt instruments. The private placement route enables efficient capital raising while the listing on NSE ensures secondary market liquidity for investors. The green shoe option provides operational flexibility to optimize fundraising based on investor demand and market conditions.

IIFL Finance Limited has received a penalty order from the Reserve Bank of India (RBI) imposing a fine of Rs 5.30 lakh for regulatory violations related to asset classification norms. The company disclosed this development through a regulatory filing dated February 13, 2026, in compliance with SEBI listing regulations.

Penalty Details and Regulatory Action

The RBI imposed the penalty under Section 58B(5)(aa) and Section 58G(1)(b) of the RBI Act, 1934. The regulatory action stems from the company's failure to properly classify certain accounts as non-performing assets during restructuring processes.

Nature of Violation

The penalty relates to supervisory findings concerning the company's financial position as on March 31, 2024. Specifically, IIFL Finance failed to classify certain accounts as non-performing assets on restructuring, which constitutes a violation of RBI's asset classification norms. These norms are critical for maintaining transparency in financial reporting and ensuring proper risk assessment.

Company's Response and Impact Assessment

IIFL Finance has stated that the penalty will not have any material impact on its financial, operational, or other business activities. The company emphasized that the loan accounts mentioned in the RBI's findings are no longer carried in its books, suggesting that the issues have been addressed.

Regulatory Compliance and Disclosure

The disclosure was made pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company provided comprehensive details as required under Schedule III of the listing regulations, ensuring full transparency with stakeholders and regulatory authorities.

This penalty underscores the importance of strict adherence to RBI's asset classification guidelines, particularly during loan restructuring processes. While the financial impact appears minimal for IIFL Finance, the regulatory action serves as a reminder of the critical need for compliance with banking regulations in the non-banking financial company sector.