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RBI considering FPIs investment in unlisted debt securities and securitised debt instruments

17 May 2016 Evaluate

The Reserve Bank of India (RBI), in consultation with the Ministry of Finance, Government of India has proposed to permit investment by foreign portfolio investors (FPIs) in unlisted debt securities and securitised debt instruments. The central bank in a draft circular has said that FPIs can invest in the primary issues of non-convertible debentures/bonds by a public company issued in demat form. But, the relaxation would come with a condition that borrowing companies cannot use such bond proceeds for real estate activities, purchase of land, investing in capital market or on-lending to other entities. The custodian banks of FPIs shall ensure compliance with this condition based on an undertaking from the issuing company.

The draft also says that FPIs can also invest in select cluster of debt instruments passed on to other borrowers, known as 'Securitised Debt Instruments' in market parlance. It said that FPIs can invest in any certificate or instrument issued by a special purpose vehicle (SPV) set up for securitisation of asset/s where banks, financial institutions or non-banking finance companies are originators; and any certificate or instrument issued and listed in terms of the SEBI ‘Regulations on Public Offer and Listing of Securitised Debt Instruments, 2008’.

As per earlier rules, FPI were permitted to invest only in listed or to-be-listed debt securities, while investment in unlisted debt securities was permitted only in case of companies in the infrastructure sector. Investment by FPIs in securitised debt instruments was not permitted.

RBI has placed the draft circular implementing the proposal for comments/feedback. It was announced in the Union Budget 2016-17 that in order to aid in development of corporate bond market, investment basket of foreign portfolio investors (FPIs) will be expanded to include unlisted debt securities and pass through securities issued by securitisation special purpose vehicles (SPVs).

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