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NBFC Registration: RBI Applicability and Process

Reviewed by CA and CS Team, Patron Accounting LLP ICAI & ICSI Registered| 15+ Years Experience| Last Updated: Verify Credentials →

What it is: an RBI licence (CoR) under Section 45-IA to carry on NBFC business.

Fees: NBFC registration engagement starting from INR 4,99,999 (Exl GST and Govt. Charges).

Capital: minimum Net Owned Fund of INR 10 crore for most categories.

Timeline: a documentation-heavy process that can run to several months.

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NBFC Registration: Overview

📌 TL;DR - NBFC Registration Services at a Glance

An NBFC is a company that carries on financial business such as lending and investment but is not a bank. Under Section 45-IA of the RBI Act, it needs a Certificate of Registration from the RBI and a minimum Net Owned Fund of INR 10 crore for most categories. The company must meet the Principal Business Criterion and is classified under the SBR framework. Patron Accounting handles it from INR 4,99,999.

Parameter	Detail
What	RBI Certificate of Registration to run NBFC business
Governing Law	Section 45-IA, RBI Act, 1934; SBR Master Direction, 2023
Entity	Company under the Companies Act, 2013 (Pvt or Public)
NOF	INR 10 crore for most categories (specialised differ)
Classification	Base, Middle, Upper, Top Layer; by activity e.g. NBFC-ICC
Cost	NBFC registration engagement from INR 4,99,999 (Exl GST)
Process	Application on the RBI COSMOS portal

NBFC registration is a serious, capital-intensive undertaking - the regulator has deliberately set a high bar to keep out non-serious players. The exact NOF and layer depend on the category and scale, and timelines depend on documentation and RBI review, which we confirm for your case.

Content is reviewed quarterly for accuracy.

What Is an NBFC and When Is Registration Required?

A Non-Banking Financial Company (NBFC) is a company registered under the Companies Act that carries on financial activities such as loans, investments and asset financing, but does not hold a banking licence and cannot accept demand deposits. It is regulated by the RBI under the RBI Act, 1934.

Registration is required when a company meets the Principal Business Criterion - broadly, at least 50% of its assets are financial assets and at least 50% of its income comes from those assets. Such a company cannot commence business without a Certificate of Registration from the RBI under Section 45-IA.

Key Terms for NBFC Registration:

CoR: the Certificate of Registration from the RBI, mandatory under Section 45-IA.
NOF: Net Owned Fund, the regulatory capital base, INR 10 crore for most categories.
SBR: the Scale Based Regulation framework classifying NBFCs into Base, Middle, Upper and Top Layers.
NBFC-ICC: Investment and Credit Company, the most common activity category for lenders.

RBI Licence CoR | Section 45-IA

Who Needs NBFC Registration?

Any company whose principal business is financial activity - lending, asset and vehicle finance, gold loans, investment in securities, microfinance or similar - needs NBFC registration. The most common category for a new lending business is the NBFC-ICC (Investment and Credit Company), which offers the broadest operational flexibility.

The company must be incorporated as a private limited or public limited company (LLPs and proprietorships are not eligible) with financial activities in its main-object clause. A February 2026 RBI draft proposes exempting certain small Type I NBFCs with no public funds and no customer interface from registration, but this is not yet in force.

Our NBFC Registration Services

Service	What We Do
Structuring and eligibility	Confirming the right category, layer and the Principal Business Criterion.
Company and capital	Incorporation or restructuring and arranging the INR 10 crore NOF.
NOF certification	Statutory-auditor NOF certificate in the RBI-prescribed format.
Documentation	Business plan, fit-and-proper of directors, and the full application set.
COSMOS filing	Filing and managing the application on the RBI COSMOS portal.
RBI follow-up	Responding to RBI queries through to the grant of the CoR.

Our Process

NBFC Registration Process: 6 Steps

From structuring the company to the grant of the Certificate of Registration, here is how Patron Accounting manages the entire NBFC registration as a premium specialised engagement.

Step 1

Structure and incorporate

Incorporate or restructure the company with financial activities in the MoA main-object clause.

Company structured Object clause set

Company Ready 01

Step 2

Arrange the NOF

Build the Net Owned Fund to at least INR 10 crore (or the category requirement) and have it certified.

NOF built Auditor certified

NOF Certified 02

Step 3

Prepare the application

Assemble the business plan, director fit-and-proper details and the full document set.

Business plan ready Fit-and-proper done

Application Ready 03

Step 4

File on COSMOS

Submit the online application on the RBI COSMOS portal and lodge the physical documents with the regional office.

COSMOS filed Docs lodged

Application Filed 04

Step 5

Respond to RBI

Address the RBI's queries and clarifications during scrutiny.

Queries answered Clarifications given

RBI Satisfied 05

Step 6

Receive the CoR

On satisfaction, the RBI grants the Certificate of Registration to commence NBFC business.

CoR granted Business can start

NBFC Licensed 06

Documents Required

Certificate of Incorporation, MoA and AOA: with the financial main-object clause.
NOF certificate: from the statutory auditor in the RBI format, with audited accounts.
Directors' details: KYC, qualifications and the fit-and-proper declarations.
Business plan: for the next three years with projections.
Banker's report: and the company's and promoters' financial and credit details.

Common Challenges and How We Solve Them

Challenge	Impact	How Patron Accounting Solves It
Meeting the INR 10 crore NOF	The capital bar is high and must be certified	We structure the capital and certify the NOF correctly
Choosing the right category and layer	The wrong category invites delay or rejection	We map the business to the correct NBFC type and SBR layer
Fit-and-proper and business-plan scrutiny	RBI scrutiny is demanding	We prepare directors and a credible, compliant plan
RBI queries during review	Slow responses stall the application	We respond promptly and completely to keep it moving

NBFC Registration Fees

Fee Component	Amount
Patron Accounting Professional Fees	Starting from INR 4,99,999 (Exl GST and Govt. Charges)
Net Owned Fund (INR 10 crore)	Your own equity capital, not a fee
Company incorporation / restructuring fees	As applicable where a new company is needed
Category and complexity	Final scope and fees confirmed per case

All fees and charges listed are indicative only and do not constitute a binding offer. Final amounts may vary depending on the volume of work and the complexity involved.

Professional service charges for drafting, filing, and representation are separate from the statutory fees. The exact fee depends on the complexity of the case, disputed amount, and number of hearings required. Contact us for a detailed quote.

Get a free NBFC Registration consultation - Call +91 945 945 6700 or WhatsApp us. No-obligation assessment.

How Long Does It Take?

Stage	Estimated Timeline
Capital, documentation and business plan	Prepared upfront before filing
RBI review on COSMOS	Commonly several months
Capital arrangement and clarifications	Can extend the overall timeline further

Getting the structuring, NOF and application right at the outset is the single biggest factor in avoiding delays. We prepare a complete, well-structured application with the NOF certified upfront.

Key Benefits

Why Work with a Specialist

Right structure and category

Matched to your business and the correct SBR layer.

Correctly certified NOF

The Net Owned Fund certified in the RBI-prescribed format.

Credible application

A complete, well-structured application that withstands RBI scrutiny.

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NOF by NBFC Category

Category	Minimum NOF	Note
Most categories (e.g. NBFC-ICC, MFI, Factor)	INR 10 crore	Ab initio for new applicants
NBFC-P2P, NBFC-AA, no public funds and no interface	INR 2 crore	Lower threshold retained
Housing Finance Company (HFC)	INR 20 crore	Specialised category
NBFC-IFC and IDF-NBFC	INR 300 crore	Infrastructure categories

Related Services

If a full NBFC is more than you need, a Nidhi company registration is a lighter deposit-and-lending structure among members. An NBFC must first be a company, so it starts with a private limited company registration or a public company registration, followed by GST registration and the post-incorporation PAN registration and TAN registration. Ongoing NBFC compliance support is available separately.

Legal and Compliance Framework

Section 45-IA, RBI Act, 1934: no company can commence or carry on the business of a non-banking financial institution without obtaining a Certificate of Registration from the RBI and having the prescribed Net Owned Fund.

NOF and Principal Business Criterion: the minimum NOF is INR 10 crore for most categories, ab initio for new applicants, and the company must meet the Principal Business Criterion of 50% or more financial assets and 50% or more income from those assets.

Scale Based Regulation Master Direction, 2023: NBFCs are classified into Base, Middle, Upper and Top Layers and by activity into types such as the NBFC-ICC, with progressively stricter prudential and governance norms by layer; the older NBFC-ND, NBFC-D and NBFC-ND-SI labels have been mapped into this framework. Applications are filed on the RBI COSMOS portal.

Deposits and ongoing rules: NBFCs cannot accept demand deposits, deposit-taking NBFCs face stricter norms, and registered NBFCs must follow RBI prudential, KYC, digital-lending and reporting requirements on an ongoing basis. The company itself is incorporated via the MCA.

What is an NBFC and when is RBI registration required?

A Non-Banking Financial Company is a company that carries on financial activities such as lending, asset financing and investment but does not hold a banking licence and cannot accept demand deposits. Registration with the RBI under Section 45-IA of the RBI Act, 1934 is required when the company meets the Principal Business Criterion, broadly that at least 50% of its assets are financial assets and at least 50% of its income comes from them. It cannot commence business without the Certificate of Registration.

What is the minimum capital (NOF) for an NBFC?

For most NBFC categories, the minimum Net Owned Fund is INR 10 crore, and this applies ab initio to new applicants, with existing NBFCs given a glide path to 31 March 2027. Some categories differ: NBFC-P2P, NBFC-AA and NBFCs with no public funds and no customer interface remain at INR 2 crore, Housing Finance Companies at INR 20 crore, and NBFC-IFC and IDF-NBFC at INR 300 crore. The NOF is equity capital, not a fee.

What are the eligibility criteria for NBFC registration?

The applicant must be a company incorporated under the Companies Act, either private limited or public limited, as LLPs and proprietorships are not eligible. The main-object clause of its Memorandum of Association must specify financial activities, it must meet the Net Owned Fund requirement for its category, satisfy the Principal Business Criterion, and its directors must meet the RBI's fit-and-proper criteria with a clean track record.

What are the categories of NBFC under the SBR framework?

Under the Scale Based Regulation Master Direction, 2023, NBFCs are classified by scale into the Base Layer, Middle Layer, Upper Layer and Top Layer, with progressively stricter norms. By activity, they are classified into types such as the NBFC-ICC (Investment and Credit Company, which merged the old asset finance, loan and investment categories), microfinance, factors, infrastructure finance companies and others. The older NBFC-ND, NBFC-D and NBFC-ND-SI labels have been mapped into this layered framework.

How long does NBFC registration take?

NBFC registration is a documentation-heavy and time-intensive process. Once the capital, documentation and business plan are in order, the RBI's review commonly runs over several months, and arranging the INR 10 crore capital and responding to clarifications can extend the overall timeline further. A complete, well-structured application with the NOF certified upfront is the most effective way to avoid delays.

Can an NBFC accept deposits?

An NBFC cannot accept demand deposits such as savings or current accounts. Only specifically authorised deposit-taking NBFCs, classified as NBFC-D, can accept certain term or fixed deposits, and they are subject to significantly stricter prudential, liquidity and reporting requirements. Most new NBFCs register as non-deposit-taking companies and raise funds through equity and borrowings rather than public deposits.

What is the difference between an NBFC and a Nidhi company?

An NBFC is RBI-registered under the RBI Act and can lend to and deal with the public, subject to the INR 10 crore NOF and RBI regulation. A Nidhi company is a type of company regulated mainly under the Companies Act and Nidhi Rules that can borrow from and lend only to its own members, with a much lower capital requirement. A Nidhi is a lighter, member-based structure, while an NBFC is a full RBI-regulated financial institution.

NBFC registration kaise hoti hai?

Company banakar INR 10 crore NOF arrange karo, MoA me financial object rakho, auditor se NOF certificate lo aur RBI COSMOS portal par Section 45-IA ke tahat apply karo. Patron Accounting poora premium engagement sambhalta hai.

Quick Answers

Who licenses it? The RBI, under Section 45-IA of the RBI Act, 1934.
Minimum NOF? INR 10 crore for most categories.
Entity needed? A Pvt Ltd or Public Ltd company (not LLP).
Deposits? No demand deposits; only authorised NBFC-D take term deposits.

Building a Lending or Finance Business? Start Your NBFC Registration

NBFC registration is one of the most demanding approvals in Indian financial regulation. The capital, the category choice and the fit-and-proper and business-plan scrutiny leave no room for a weak application, and a rejection is costly in time and capital.

Call +91 945 945 6700 or message us on WhatsApp for a confidential assessment of your NBFC registration.

Start Your NBFC Registration

NBFC registration is the gateway to running a regulated lending, financing or investment business in India, and the RBI has set a deliberately high bar: a Certificate of Registration under Section 45-IA, a minimum Net Owned Fund of INR 10 crore for most categories, and classification under the Scale Based Regulation framework into Base, Middle, Upper and Top Layers.

The structuring, NOF certification, business plan and COSMOS application all demand precision, as a rejection is costly. Patron Accounting, with 15+ years of experience and a CA and CS team, manages the entire NBFC registration as a premium specialised engagement, through to the grant of the CoR.

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NBFC and Company Registration Across India

We handle specialised RBI and NBFC engagements nationwide - in-person in these cities and remotely everywhere else.

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An NBFC must first be a company, set up locally

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Content Created: 3 June 2026 | Last Updated: | Next Review: 3 December 2026 | Reviewed By: CA & CS Team, Patron Accounting LLP

This page is reviewed every 6 months or whenever the RBI NBFC Master Direction, the Net Owned Fund thresholds, the Scale Based Regulation framework, or the 2026 Type I exemption draft change, so the NBFC registration guidance stays current.