Muthoot Finance : Tranche IV Prospectus (Final filed with SE)

Tranche IV Prospectus

November 21, 2022

MUTHOOT FINANCE LIMITED

Our Company was originally incorporated at Kochi, Kerala as a private limited company on March 14, 1997 under the provisions of the Companies Act, 1956, with the name "The Muthoot Finance Private Limited". Subsequently, by a fresh certificate of incorporation dated May 16, 2007, our name was changed to "Muthoot Finance Private Limited". Our Company was converted into a public limited company on November 18, 2008 with the name "Muthoot Finance Limited" and received a fresh certificate of incorporation consequent to change in status on December 02, 2008 from the Registrar of Companies, Kerala and Lakshadweep. For further details regarding changes to the name and registered office of our Company, see section titled "History and Main Objects" on page 88 of the Shelf Prospectus. Our Company is an Upper Layer Non-Banking Financial Company, registered with the Reserve Bank of India under Section 45-IA of the RBI Act, 1934 having registration no.N.16.00167 dated December 12, 2008.

Corporate identity number: L65910KL1997PLC011300; PAN: AABCT0343B

Registered and Corporate Office: 2nd Floor, Muthoot Chambers, Opposite Saritha Theatre Complex, Banerji Road, Kochi 682 018, India.

Tel: [phone]; Fax: [phone]; Website: www.muthootfinance.com; Email: [e-mail]

Company Secretary and Compliance Officer: Rajesh A.; Tel: [phone]; Fax: [phone]; E-mail:[e-mail]

Chief Financial Officer: Oommen K Mammen; Tel: [phone] Email: [e-mail]

PUBLIC ISSUE BY MUTHOOT FINANCE LIMITED ("COMPANY" OR THE "ISSUER") OF SECURED, REDEEMABLE, NON-CONVERTIBLE DEBENTURES OF FACE VALUE OF ₹1,000 EACH ("NCDs") FOR AN AMOUNT OF ₹750 MILLION ("BASE ISSUE SIZE") WITH AN OPTION TO RETAIN OVERSUBSCRIPTION UP TO ₹2,250 MILLION AGGREGATING UP TO 30,00,000 NCDs AMOUNTING TO ₹3,000 MILLION ("TRANCHE IV ISSUE LIMIT") ("TRANCHE IV ISSUE") WHICH IS WITHIN THE SHELF LIMIT OF ₹30,000 MILLION AND IS BEING OFFERED BY WAY OF THIS TRANCHE IV

PROSPECTUS DATED NOVEMBER 21, 2022 CONTAINING, INTER ALIA, THE TERMS AND CONDITIONS OF THIS TRANCHE IV ISSUE ("TRANCHE IV PROSPECTUS"), WHICH SHOULD BE READ TOGETHER WITH THE SHELF PROSPECTUS FILED WITH THE REGISTRAR OF COMPANIES, KERALA AND LAKSHADWEEP ("ROC"), BSE LIMITED AND SECURITIES AND EXCHANGE BOARD OF INDIA. THE SHELF PROSPECTUS AND THIS TRANCHE IV PROSPECTUS CONSTITUTES THE PROSPECTUS ("PROSPECTUS"). THE ISSUE IS BEING MADE PURSUANT TO THE PROVISIONS OF SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE AND LISTING OF NON-CONVERTIBLE SECURITIES) REGULATIONS, 2021 AS AMENDED (THE "SEBI NCS REGULATIONS"), THE COMPANIES ACT, 2013 AND RULES MADE THEREUNDER AS AMENDED TO THE EXTENT NOTIFIED.

PROMOTERS

George Alexander Muthoot	George Jacob Muthoot	George Thomas Muthoot
Tel: [phone];	Tel: [phone];	Tel: [phone];
Email:[e-mail]	Email: [e-mail]	Email: [e-mail]

	JOINT STATUTORY AUDITORS
Elias George & Co		Babu A Kallivayalil & Co.
Address: 38/1968A, EGC House, HIG Avenue, Gandhi Nagar, Kochi, 682020		Address: IInd Floor, Manchu Complex, P.T Usha Road, Kochi -682011
Tel: [phone];		Tel: [phone];
Email:[e-mail]		Email:[e-mail]
Contact person: Mr. Thomson Thomas		Contact Person: Mr. Babu Kallivayalil
	GENERAL RISK

Investment in debt securities involve a degree of risk and investors should not invest any funds in such securities unless they can afford to take the risk attached to such investments. Investors are advised to take an informed decision and to read the Risk Factors carefully before taking an investment decision in the Issue. For taking an investment decision, the investors must rely on their own examination of the Issuer and the Issue including the risks involved. Specific attention of the investors is invited to the section titled "Risk Factors" on page 14 of the Shelf Prospectus and section titled "Material Developments" on page 153 of the Shelf Prospectus and page 116 of this Tranche IV Prospectus before making an investment in this Issue. These risks are not, and are not intended to be, a complete list of all risks and considerations relevant to the debt securities or investor's decision to purchase such securities. This Tranche IV Prospectus has not been and the NCDs have not been approved or recommended by any regulatory authority in India, including the SEBI the Reserve Bank of India ("RBI"), the Registrar of Companies at Kerala and Lakshadweep ("RoC") or any stock exchange in India nor does SEBI guarantee the accuracy or adequacy of this document.

ISSUER'S ABSOLUTE RESPONSIBILITY

The Issuer, having made all reasonable inquiries, accepts responsibility for, and confirms that this Tranche IV Prospectus read together with the Shelf Prospectus for this Tranche IV Issue contains and will contain all information with regard to the Issuer and the Tranche IV Issue, which is material in the context of the Tranche IV Issue. The information contained in this Tranche IV Prospectus is true and correct in all material respects and is not misleading in any material respect and that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this Tranche IV Prospectus as a whole, or any of such information or the expression of any such opinions or intentions misleading.

	CREDIT RATING
ICRA Limited		The NCDs proposed to be issued under this Issue have been rated [ICRA] AA+/Stable (pronounced as ICRA Double A
Building No.8, 2nd Floor, Tower A, DLF Cyber City, Phase II,		plus rating with stable outlook) by ICRA vide its letter dated February 23, 2022 and further revalidated by rating letters
Gurgaon - 122002		dated March 23, 2022, May 12, 2022, September 19, 2022 and November 7, 2022. The aforesaid rating of the NCDs by
Tel: (+91) (124) 4545 300;		ICRA indicates high degree of safety regarding timely servicing of financial obligations. Such instruments carry very low
Email:[e-mail];		credit risk. Rating given by the Credit Rating Agency is valid as on the date of this Tranche IV Prospectus and shall remain
Website:www.icra.in		valid until the ratings are revised or withdrawn. ICRA reserves the right to review and / or, revise the above rating at any
Contact Person: Mr. Amit Kumar Gupta		time on the basis of new information or unavailability of information or such other circumstances, which ICRA believes,
		may have an impact on the rating assigned. In case of any change in the rating until the date of issuance or listing of NCDs,
		our Company will inform the investors through public notices/ advertisements in all those newspapers in which pre issue
		advertisement has been given. These ratings are not a recommendation to buy, sell or hold securities and investors should
		take their own decisions. For the rating letter, rationale / press release of these ratings, see pages 221 to 235 of this Tranche
		IV Prospectus.
	PUBLIC COMMENTS

The Draft Shelf Prospectus dated March 16, 2022 was filed with BSE Limited ("Stock Exchange" / "BSE"), pursuant to the provisions of the SEBI NCS Regulations and was open for public comments for a period of seven Working Days (i.e., until 5 p.m., March 25, 2022) from the date of filing of the Draft Shelf Prospectus with the Stock Exchange. No comments on the Draft Shelf Prospectus were received by our Company until 5:00 p.m. March 25, 2022.

LISTING

The NCDs offered through this Tranche IV Prospectus are proposed to be listed on BSE. For the purposes of this Tranche IV Issue, BSE shall be the Designated Stock Exchange. Our Company has received an 'in-principle' approval from BSE vide their letter no. DCS/BM/PI-BOND/029/21-22 dated March 25, 2022.

COUPON RATE, COUPON PAYMENT FREQUENCY, REDEMPTION DATE, REDEMPTION AMOUNT & ELIGIBLE INVESTORS

For details relating to Coupon Rate, Coupon Payment Frequency, Redemption Date and Redemption Amount of the NCDs, see section titled "Issue Related Information" on page 122 of this Tranche IV Prospectus. For details relating to eligible investors please see "The Issue" on page 20 of this Tranche IV Prospectus. Underwriting is not applicable for this Issue.

LEAD MANAGER TO THE ISSUE	REGISTRAR TO THE ISSUE	DEBENTURE TRUSTEE**
A.K. Capital Services Limited	LINK INTIME INDIA PRIVATE LIMITED	IDBI TRUSTEESHIP SERVICES LIMITED
603, 6th Floor, Windsor,	C-101, 1st Floor, 247 Park, L B S Marg,	Asian Building, Ground Floor
Off CST Road, Kalina, Santacruz - (East),	Vikhroli West,	17 R, Kamani Marg, Ballard Estate
Mumbai - 400 098, India	Mumbai 400 083, Maharashtra, India	Mumbai 400 001, India
Tel: [phone]	Tel: [phone]	Tel: [phone]
Fax: [phone]	Fax: [phone]	Fax: [phone]
Email:[e-mail]	Email:[e-mail]	Email:[e-mail]
Investor Grievance Email: [e-mail]	Investor Grievance Email:[e-mail]	Website:www.idbitrustee.com
Website: www.akgroup.co.in	Website:www.linkintime.co.in	Contact Person: Anjalee Athalye
Contact Person: Ms. Aanchal Wagle/ Mr. Milan Soni	Contact Person: Shanti Gopalakrishnan	SEBI Registration No.: IND000000460
Compliance Officer: Mr. Tejas Davda	SEBI Registration No.: INR000004058
SEBI Registration No.: INM000010411
	ISSUE PROGRAMME *
ISSUE OPENS ON: November 28, 2022		ISSUE CLOSES ON: December 19, 2022

• The Tranche IV Issue shall remain open for subscription on Working Days from 10:00 a.m. to 5:00 p.m. (Indian Standard Time), during the period indicated in this Tranche IV Prospectus, except that the Tranche IV Issue may close on such earlier date or extended date as may be decided by the Board of Directors of our Company ("Board") or the NCD Committee of the Board of Directors of the Company. In the event of such an early closure of or extension of the Issue, our Company shall ensure that notice of such early closure or extension is given to the prospective investors through an advertisement in all the newspapers in which pre-Issue advertisement has been given, on or before such earlier date of the closure or extended date of the Issue, in terms of Schedule V of the SEBI NCS Regulations. Applications through the UPI route will be accepted, subject to compliance by the investor with the eligibility criteria and due procedure for UPI applications prescribed by SEBI. Applications Forms for the Tranche IV Issue will be accepted only from 10:00 a.m. till 5.00 p.m. (Indian Standard Time) or such extended time as may be permitted by BSE, on Working Days during the Tranche IV Issue Period. On the Tranche IV Issue Closing Date, Application Forms will be accepted only between 10:00 a.m. to 3.00 p.m. (Indian Standard Time) and uploaded until 5.00 p.m. (Indian Standard Time) or such extended time as may be permitted by BSE. Further, pending mandate requests for bids placed on the last day of bidding will be validated by 5 p.m. (Indian Standard Time) on one Working Day post the Tranche IV Issue Closing Date. For further details, see "General Information" on page 12 of this Tranche IV Prospectus.
• IDBI Trusteeship Services Limited under regulation 8 of the SEBI NCS Regulations has by its letter dated March 14, 2022 given its consent for its appointment as Debenture Trustee to this Issue and for its name to be included in this Tranche IV Prospectus and in all the subsequent periodical communications sent to the holders of the Debentures issued pursuant to this Issue.
  A copy of this Tranche IV Prospectus has been delivered for filing to the Registrar of Companies, Kerala and Lakshadweep as required under sub-section (4) of section 26 and section 31 of the Companies Act, 2013, along with the endorsed/certified copies of all requisite documents. For further details please refer to the section titled "Material Contracts and Documents for Inspection" on page 217 of this Tranche IV Prospectus.

TABLE OF CONTENTS
SECTION I: GENERAL...........................................................................................................................................................	1
DEFINITIONS / ABBREVIATIONS .........................................................................................................................................	1
FORWARD-LOOKING STATEMENTS ...................................................................................................................................	9
PRESENTATION OF FINANCIAL AND OTHER INFORMATION.....................................................................................	10
SECTION II: INTRODUCTION ...........................................................................................................................................	12
GENERAL INFORMATION ....................................................................................................................................................	12
THE ISSUE ...............................................................................................................................................................................	20
OUR BUSINESS .......................................................................................................................................................................	30
CAPITAL STRUCTURE ..........................................................................................................................................................	47
OUR MANAGEMENT .............................................................................................................................................................	56
OBJECTS OF THE ISSUE........................................................................................................................................................	78
STATEMENT OF POSSIBLE TAX BENEFITS AVAILABLE TO THE DEBENTURE HOLDERS UNDER THE
APPLICABLE LAWS IN INDIA .............................................................................................................................................	81
FINANCIAL INFORMATION .................................................................................................................................................	89
DISCLOSURES ON EXISTING FINANCIAL INDEBTEDNESS .......................................................................................	104
MATERIAL DEVELOPMENTS ............................................................................................................................................	116
SECTION III: ISSUE RELATED INFORMATION .........................................................................................................	122
TERMS OF THE ISSUE .........................................................................................................................................................	122
ISSUE STRUCTURE ..............................................................................................................................................................	127
ISSUE PROCEDURE .............................................................................................................................................................	146
OTHER REGULATORY AND STATUTORY DISCLOSURES ..........................................................................................	173
PENDING PROCEEDINGS AND STATUTORY DEFAULTS ............................................................................................	201
DISCLAIMER .........................................................................................................................................................................	212
UNDERTAKING BY THE ISSUER ......................................................................................................................................	215
ISSUERS ABSOLUTE RESPONSIBILITY ...........................................................................................................................	216
MATERIAL CONTRACTS AND DOCUMENTS FOR INSPECTION ..........................................................................	217
DECLARATION ...................................................................................................................................................................	219
ICRA RATING LETTER AND RATIONALE ..................................................................................................................	221
CONSENT OF THE DEBENTURE TRUSTEE .................................................................................................................	236
ANNEXURE FS - 1A: AUDITED FINANCIAL STATEMENTS ....................................................................................	241
ANNEXURE FS - 2A: LIMITED REVIEW FINANCIAL RESULTS (JUNE 30, 2022) ...............................................	480
ANNEXURE FS - 2B: LIMITED REVIEW FINANCIAL RESULTS (SEPTEMBER 30, 2022) .................................	495
ANNEXURE FS - 3A: RELATED PARTY TRANSACTIONS .......................................................................................	513
ANNEXURE FS - 4A: ASSET LIABILITY MANAGEMENT STATEMENT ..............................................................	528
ANNEXURE FS - 5A: ILLUSTRATIVE CASH FLOW AND DAY COUNT CONVENTION ....................................	533

		SECTION I: GENERAL
		DEFINITIONS / ABBREVIATIONS
Company related terms
	Term	Description
"We", "us", "our", "the	Muthoot Finance Limited, a public limited company incorporated under the Companies Act,
Company", and "Issuer"	1956 and having its registered office at Muthoot Chambers, Opposite Saritha Theatre Complex,
		2nd Floor, Banerji Road, Kochi 682 018, Kerala, India.
AOA / Articles / Articles	Articles of Association of our Company.
of Association
Audited	Consolidated	Audited consolidated financial statements for financial year ended March 31, 2022, prepared in
Financial Statements	accordance with accounting principles generally accepted in India, including the Indian
		Accounting Standards (Ind AS) specified under section 133 of the Companies Act 2013 read
		with the Companies (Indian Accounting Standards) Rules, 2015, as amended , as audited by the
		Joint Statutory Auditors along with the audit report dated May 26, 2022, and the audited
		consolidated financial statements for financial years March 31, 2021, and March 31, 2020
		prepared in accordance with accounting principles generally accepted in India, including the
		Indian Accounting Standards (Ind AS) specified under section 133 of the Companies Act 2013
		read with the Companies (Indian Accounting Standards) Rules, 2015, as amended , as audited
		by the Previous Auditor along with the audit reports dated June 02, 2021 and June 17, 2020,
		respectively.
Audited	Standalone	Audited standalone financial statements for financial year ended March 31, 2022, prepared in
Financial Statements	accordance with accounting principles generally accepted in India, including the Indian
		Accounting Standards (Ind AS) specified under section 133 of the Companies Act 2013 read
		with the Companies (Indian Accounting Standards) Rules, 2015, as amended , as audited by the
		Joint Statutory Auditors with the audit report dated May 26, 2022, and the audited standalone
		financial statements for financial years ended March 31, 2021, and March 31, 2020 prepared in
		accordance with accounting principles generally accepted in India, including the Indian
		Accounting Standards (Ind AS) specified under section 133 of the Companies Act 2013 read
		with the Companies (Indian Accounting Standards) Rules, 2015, as amended , as audited by the
		Previous Auditor along with the audit reports dated June 02, 2021 and June 17, 2020,
		respectively.
Audited	Financial	Audited Consolidated Financial Statements and Audited Standalone Financial Statements
Statements	collectively.
Board / Board of Directors	The Board of Directors of our Company and includes any Committee thereof from time to time.
Equity Shares	Equity shares of face value of ₹10 each of our Company.
Group Companies	Group companies includes such companies, other than promoter(s), subsidiary/subsidiaries,
		with which there were related party transactions, during the period for which financial
		information is disclosed in the offer documents, as covered under the applicable accounting
		standards and also other companies as considered material by the Board.
Statutory Auditors / Joint	M/s Elias George & Co., Chartered Accountants, FRN.: 000801S, 38/1968A, EGC House, HIG
Statutory Auditors	Avenue, Gandhi Nagar, Kochi 682020 and M/s Babu A. Kallivayalil & Co., Chartered
		Accountants, FRN:05374S, II Floor, Manchu Complex, P T Usha Road, Kochi-682 011 were
		appointed as Joint Statutory Auditors of the Company by the Board of Directors with effect from
		November 19, 2021 and the appointment was subsequently approved by the Shareholders of the
		Company at the 24th Annual General Meeting of the Company held on September 18, 2021.
Limited Review Financial	Collectively, the unaudited consolidated financial results and the unaudited standalone financial
Results		results for the quarter and three months ended June 30, 2022, and the unaudited consolidated
		financial results and the unaudited standalone financial results for the quarter and half year
		ended September 30, 2022 along with the limited review report issued thereon by the Joint
		Statutory Auditors of our Company.
Limited Review Report	Report on the unaudited consolidated financial results and the unaudited standalone financial
		results of our Company for the quarter and three months ended June 30, 2022 dated August
		12, 2022 issued by the Joint Statutory Auditors of our Company, and report on the unaudited
		consolidated financial results and the unaudited standalone financial results of our Company for
		the quarter and half year ended September 30, 2022 dated November 10, 2022 issued by the
		Joint Statutory Auditors of our Company.
Memorandum / MOA	Memorandum of Association of our Company, as amended.
NCD Committee	The committee constituted by our Board of Directors by a board resolution dated May 16, 2018.
Promoters		George Thomas Muthoot, George Jacob Muthoot and George Alexander Muthoot.

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Term		Description
Promoter Group	Such individuals and entities which constitute the promoter group of our Company pursuant to
		Regulation 2(1)(pp) of the SEBI ICDR Regulations.
ROC		The Registrar of Companies, Kerala and Lakshadweep.
₹/ Rs./ INR/ Rupees	The lawful currency of the Republic of India.
Previous Auditor	M/s. Varma & Varma, Chartered Accountants, FRN: 004532S, "Sreeraghavam", Kerala Varma
		Tower, Bldg No. 53/2600 B, C, D & E, Off Kunjanbava Road, Vyttila P.O., Kochi- 682019
		resigned with effect from November 10, 2021.
Subsidiary(ies)	(i)	Asia Asset Finance PLC, a company registered in the Republic of Sri Lanka, under the
			Companies Act No.7, of 2007, having its registered office at No.76/1, Dharmapala
			Mawatha, Colombo 03, Sri Lanka.
		(ii)	Muthoot Homefin (India) Limited, a company registered in India, having its registered
			office at Muthoot Chambers, Kurians Tower Banerji Road, Ernakulam North, Kochi,
			Ernakulam, Kerala - 682018.
		(iii)	Belstar Microfinance Limited (formerly known as Belstar Microfinance Private Limited),
			a company registered in India, having its registered office at New No. 33, Old No. 14,
			48th Street, 9th Avenue, Ashok Nagar, Chennai, Tamil Nadu- 600083.
		(iv)	Muthoot Insurance Brokers Private Limited, a company registered in India, having its
			registered office at 3rd Floor, Muthoot Chambers, Banerji Road Ernakulam, Kerala-
			682018.
		(v)	Muthoot Money Limited (formerly known as Muthoot Money Private Limited), a
			company registered in India, having its registered office at 41 4108 A 18 Opp Saritha
			Theatre Banerji Road, Ernakulam- 682018.
		(vi)	Muthoot Asset Management Private Limited, a company registered in India, having its
			registered office at F801, Lotus Corporate Park, Western Express Highway, Goregaon
			East, Mumbai - 400063.
		(vii)	Muthoot Trustee Private Limited, a company registered in India, having its registered
			office at F801, Lotus Corporate Park, Western Express Highway, Goregaon East, Mumbai
			- 400063.
Issue related terms
Term		Description
Abridged Prospectus	A memorandum containing the salient features of the Shelf Prospectus and this Tranche IV
		Prospectus.
Acknowledgement slip	The slip or document issued by the Designated Intermediary to an Applicant as proof of
		registration of the Application Form.
Allotment / Allotted	Unless the context otherwise requires, the allotment of the NCDs pursuant to the Issue to the
		Allottees.
Allottee(s)		The successful applicant to whom the NCDs are being/have been allotted.
Allotment Advice	The communication sent to the Allottees conveying details of NCDs allotted to the Allottees in
		accordance with the Basis of Allotment.
Applicant / Investor	Any person who applies for issuance and Allotment of NCDs through ASBA process or through
		UPI Mechanism pursuant to the terms of the Shelf Prospectus, this Tranche IV Prospectus and
		Abridged Prospectus and the Application Form for any Tranche Issue.
Application		An application for Allotment of NCDs made through the ASBA process or through the UPI
		Mechanism offered pursuant to the Issue by submission of a valid Application Form and
		authorizing an SCSB to block the Application Amount in the ASBA Account.
Application Amount	The aggregate value of the NCDs applied for, as indicated in the Application Form for the
		respective Tranche Prospectus or the amount blocked in the ASBA Account.
Application	Form/ASBA	Form in terms of which an Applicant shall make an offer to subscribe to NCDs through the
Form		ASBA process or through the UPI Mechanism and which will be considered as the Application
		for Allotment of NCDs, in terms of the Shelf Prospectus and this Tranche IV Prospectus.
ASBA Application or	An application (whether physical or electronic) to subscribe to the NCDs offered pursuant to the
"Application	Supported	Issue by submission of a valid Application Form and authorizing the relevant SCSB to block the
by Blocked Amount"	Application Amount in the relevant ASBA Account or to block the Application Amount using
		the UPI Mechanism, where the Bid Amount will be blocked upon acceptance of UPI Mandate
		Request by retail investors for an Application Amount of up to UPI Application Limit (being
		₹500,000 for public issue of debt securities) which will be considered as the application for
		Allotment in terms of the Shelf Prospectus and this Tranche IV Prospectus.
ASBA Account	An account maintained with an SCSB which will be blocked by such SCSB to the extent of the
		Application Amount of an Applicant.
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	Term				Description
Bankers to the Issue		Axis Bank Limited
Base Issue			₹750 million
Basis of Allotment		The basis on which NCDs will be allotted to applicants under this Tranche IV Issue and which
				is described in "Issue Procedure - Basis of Allotment" on page 167 of this Tranche IV
				Prospectus.
Bidding Centres		Centres at which the Designated Intermediaries shall accept the Application Forms, i.e.,
				Designated Branches of SCSB, Specified Locations for Members of the Syndicate, Broker
				Centres for Registered Brokers, Designated RTA Locations for RTAs and Designated CDP
				Locations for CDPs.
Broker Centres			Broker centres notified by the Stock Exchanges where Applicants can submit the ASBA Forms
				(including ASBA Forms under UPI in case of UPI Investors) to a Registered Broker. The details
				of such Broker Centres, along with the names and contact details of the Trading Members are
				available on the respective websites of the Stock Exchanges at www.bseindia.com and
				www.nseindia.com.
Category	I (Institutional	•	Public financial institutions, scheduled commercial banks, Indian multilateral and
Investors)					bilateral development financial institutions which are authorized to invest in the NCDs;
				•	Provident funds and pension funds with a minimum corpus of ₹250 million,
					superannuation funds and gratuity funds, which are authorized to invest in the NCDs;
				•	Alternative Investment Funds, subject to investment conditions applicable to them under
					the Securities and Exchange Board of India (Alternative Investment Funds) Regulations,
					2012;
				•	Resident Venture Capital Funds registered with SEBI;
				•	Insurance companies registered with the IRDAI;
				•	State industrial development corporations;
				•	Insurance funds set up and managed by the army, navy, or air force of the Union of India;
				•	Insurance funds set up and managed by the Department of Posts, the Union of India;
				•	Systemically Important Non-Banking Financial Company registered with the RBI and
					having a net-worth of more than ₹5,000 million as per the last audited financial
					statements;
				•	National Investment Fund set up by resolution no. F.No. 2/3/2005-DDII dated November
					23, 2005 of the Government of India published in the Gazette of India; and
				•	Mutual funds registered with SEBI.
Category	II	(Non	•	Companies within the meaning of Section 2(20) of the Companies Act, 2013;
Institutional Investors)		•	Statutory bodies/ corporations and societies registered under the applicable laws in India
					and authorized to invest in the NCDs;
				•	Co-operative banks and regional rural banks;
				•	Trusts including public/private charitable/religious trusts which are authorized to invest
					in the NCDs;
				•	Scientific and/or industrial research organisations, which are authorized to invest in the
					NCDs;
				•	Partnership firms in the name of the partners;
				•	Limited liability partnerships formed and registered under the provisions of the Limited
					Liability Partnership Act, 2008 (No. 6 of 2009);
				•	Association of Persons;
				•	Any other incorporated and/ or unincorporated body of persons
Category	III (High	Net	Resident Indian individuals or Hindu Undivided Families through the Karta applying for an
Worth		Individual	amount aggregating to above ₹10,00,000 across all options of NCDs in the Issue.
Investors)
Category	IV	(Retail	Retail individual investors, resident Indian individuals or Hindu Undivided Families through the
Individual	Investors)	or	Karta applying for an amount aggregating up to and including ₹10,00,000 across all options of
Retail		Individual	NCDs in the Issue and shall include Retail Individual Investors, who have submitted bid for an
Bidder(s)/RIB			amount not more than UPI Application Limit (being ₹500,000 for public issue of debt securities)
				in any of the bidding options in the Issue (including HUFs applying through their Karta and does
				not include NRIs) though UPI Mechanism.
Client ID				Client identification number maintained with one of the Depositories in relation to the demat
				account.

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