IIFL Finance Limited has finalized the terms and conditions for its non-convertible debentures (NCDs) issue worth up to ₹100.00 crores. The Finance Committee of the Board of Directors approved the detailed structure for the debt instruments at their meeting held on December 11, 2025, following the initial board approval announced on December 8, 2025.

Issue Structure and Specifications

The NCD issue has been structured as Series D34 debentures with comprehensive terms designed for institutional and retail investors. The following table outlines the complete issue parameters:

Terms and Conditions Framework

The Finance Committee has established detailed terms covering various aspects of the debenture issue. Key operational parameters include:

Default and Penalty Provisions

The debentures include investor protection mechanisms in case of payment delays. If there is a delay in payment of interest or principal for more than three months from the due date, the company will pay additional interest at 2% per annum over and above the coupon rate. This penalty will apply from the date of default until the issue is resolved to the satisfaction of the Debenture Trustee acting on instructions of the debenture holders.

Regulatory Compliance and Documentation

The NCD issue complies with Regulation 30 and 51 of the SEBI Listing Obligations and Disclosure Requirements Regulations, 2015. The company has also adhered to SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024, ensuring full regulatory compliance for the private placement.

Strategic Capital Mobilization

This NCD issue represents IIFL Finance's strategic approach to diversifying its funding sources through debt capital markets. The private placement structure allows the company to raise funds efficiently while the NSE listing ensures liquidity for investors in the secondary market. The greenshoe option provides flexibility to scale the issue based on investor demand and market conditions.

IIFL Finance , a prominent player in the Indian financial services sector, has announced a significant move to bolster its funding resources. The company's board has given the green light for a public offering of secured non-convertible debentures (NCDs) worth up to ₹2,000 crore, with an additional green shoe option.

Key Details of the Offering

• Offering Size: Up to ₹2,000 crore
• Type: Secured Non-Convertible Debentures
• Additional Feature: Potential green shoe option
• Current Status: Pending regulatory approval

This strategic decision comes as IIFL Finance aims to strengthen its financial position and expand its lending capabilities. The public offering of NCDs, once approved by regulatory authorities, will provide the company with a substantial influx of funds through debt securities.

Financial Context

To understand the significance of this move, let's look at IIFL Finance's recent financial position:

The company has shown growth in its total assets and equity over the past year, indicating a solid financial foundation. The proposed NCD offering of ₹2,000 crore represents a significant addition to IIFL Finance's capital structure, potentially enhancing its ability to fund future growth and operations.

Implications for Investors and the Company

For investors, this offering presents an opportunity to invest in secured debt instruments of a growing financial services company. The NCDs, being secured, may offer a relatively lower risk profile compared to unsecured debt or equity investments.

From IIFL Finance's perspective, this move aligns with the company's strategy to diversify its funding sources and optimize its capital structure. The additional funds could be utilized for various purposes such as expanding the loan book, refinancing existing debt, or investing in technology and infrastructure.

As the offering is still pending regulatory approval, potential investors and market watchers will be keenly awaiting further details on the terms, interest rates, and specific use of proceeds once the company receives the necessary clearances.

IIFL Finance's decision to tap into the public debt market through this NCD offering reflects its confidence in its growth trajectory and its ability to attract investor interest in the current market environment.