FAQs on requirement of prior approval by NBFC for change in management



Quick Summary
Non-Banking Financial Companies (NBFCs) require prior written permission from the Reserve Bank of India (RBI) for significant changes in their management. This typically applies when more than 30% of directors, excluding independent ones, are changed. The article clarifies how to calculate this threshold, noting that directors liable to retire by rotation are included. It also specifies that while reappointments and alternate directors don't need prior approval, nominee directors and additional directors do, with specific procedures for each.

The Reserve Bank of India (RBI), in its Master Directions (Direction) for NBFCs, has outlined the requirement of obtaining prior written permission of RBI for a change in management of the NBFC which would result in a change in more than 30 percent of the directors, excluding independent directors (
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FAQ :

Prior written permission from the RBI is required when a change in management results in a change of more than 30% of the directors, excluding independent directors.

No, the appointment of an independent director does not require prior approval from the RBI.

No, the resignation of a director does not require prior approval from the RBI, but intimation of the same must be given.

Yes, directors liable to retire by rotation should be included in the total number of directors when calculating the 30% threshold for management changes.

The process involves submitting a physical application to the regional RBI office where the company's registered office is located, accompanied by specific details of the director in the relevant annexures.

Yes, a single application can be filed for obtaining approval for more than one person at a given time, provided the details of each director are clearly outlined in separate annexures.




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