debenture issue by a private company

I think you can offer the debentures to the Directors, Members and their relatives only as per Sec. 3(1)(d) and you must issue the Debentures only as a Secured Debenture because Under the Companies Acceptance of Deposit) Rules, 1975 “any amount raised by issue of debentures (including convertible ebentures) secured by the mortgage of any immovable property of the company and that the market value of the immovable property secured is higher than the amount of debentures issued” is not considered to be a DEPOSIT.