Core Investment Company (CIC) — RBI Registration and Compliance Advisory

Q: Does every holding company need to register as a CIC with the RBI?

No. Only CICs with assets above ₹100 crore that raise public funds require RBI registration as CIC-ND-SI. Others are exempt but must maintain the 90% group asset and 60% equity criteria.

Q: What is the leverage limit for a CIC-ND-SI?

Total outside liabilities cannot exceed 2.5 times Adjusted Net Worth. Breaching this limit is a significant compliance failure.

Q: What are the layer restrictions for CIC group structures?

Maximum two CIC layers in a group — a CIC can invest in another CIC but that second CIC cannot invest in a third. Violations require group restructuring.

Q: Can a CIC lend to entities outside its group?

Significant outside lending risks breaching the 90% group asset threshold, causing reclassification as a standard NBFC with full regulatory requirements.

Q: What governance requirements apply to CIC-ND-SIs?

Minimum one independent director, Board-level audit committee, risk management framework, group structure disclosure, and fit-and-proper policy for directors.

Expert advisory for Core Investment Company (CIC) registration with the RBI, CIC-ND-SI compliance, group entity structure management, and systemic risk reporting — enabling holding company structures to remain compliant within the RBI's regulatory framework.

CIC Registration

Advisory for CIC-ND-SI (Systemically Important Core Investment Company) registration with the RBI — applicable when asset size exceeds ₹100 crore and the entity raises public funds, with minimum NOF and capital adequacy requirements.

Group Structure Compliance

Advisory on layering restrictions for CIC groups — the RBI limits the number of investment layers in a CIC group structure to prevent complex holding chains that obscure ownership and control.

Capital Adequacy for CICs

Computation and monitoring of Adjusted Net Worth (ANW) for CIC-ND-SIs — ensuring the entity maintains positive ANW as required and that investments in group companies do not exceed ANW plus public funds raised.

Public Funds Monitoring

Monitoring and reporting of public funds raised by the CIC — including commercial paper, debentures, bank loans, and other borrowings — ensuring leverage ratios remain within RBI-prescribed limits.

RBI Returns for CICs

Filing of all mandatory RBI returns for CIC-ND-SIs — including quarterly returns on investments, borrowings, and group company positions — as part of comprehensive NBFC annual compliance.

CIC Exemption Advisory

Advisory for CICs below ₹100 crore asset threshold or those not raising public funds — assessing whether RBI registration is required and structuring the entity to maintain exemption from CIC-ND-SI requirements.

What is a Core Investment Company?

A Core Investment Company is an NBFC that predominantly holds investments in shares and securities of group companies rather than lending to external parties. At least 90% of a CIC's total assets must be investments in equity shares, preference shares, bonds, debentures, debt, or loans in group companies, and at least 60% must be in equity instruments. CICs are essentially holding companies within large corporate groups that happen to fall within the NBFC principal business test.

CICs with asset size above ₹100 crore and that raise public funds are classified as CIC-ND-SIs (Systemically Important) and must register with the RBI. CICs below ₹100 crore or those not raising public funds are exempt from RBI registration but must still comply with the CIC framework.

Frequently Asked Questions

Does every holding company need to register as a CIC with the RBI? +

Not every holding company requires RBI registration as a CIC. Registration is mandatory only for CICs with total assets exceeding ₹100 crore that also raise public funds (borrowings from the public or markets). CICs below the ₹100 crore threshold, or those that do not raise public funds, are exempt from RBI registration, though they must still satisfy the 90% group asset and 60% equity investment criteria to qualify as a CIC.

What is the leverage limit for a CIC-ND-SI? +

The RBI limits the total outside liabilities of a CIC-ND-SI to 2.5 times its Adjusted Net Worth. Adjusted Net Worth is broadly the paid-up capital plus free reserves less accumulated losses and intangible assets, subject to deductions for the excess of investments over ANW in specified circumstances. Breaching the leverage limit is a significant compliance failure attracting RBI intervention.

What are the layer restrictions for CIC group structures? +

The RBI restricts the number of CIC layers in a group to two — a CIC may invest in another CIC, but that second CIC cannot in turn invest in a third CIC. This restriction prevents multi-layer holding structures that obscure beneficial ownership, concentrate risk, and create opacity in corporate groups. Violations require restructuring of the group.

Can a CIC lend to entities outside its group? +

A CIC can lend to group companies as part of its qualifying activities. However, significant lending to entities outside the group would affect its ability to maintain the 90% group asset threshold required for CIC classification. If outside lending causes the CIC to fail the 90% threshold, it would be reclassified as a standard NBFC, requiring compliance with full NBFC regulations and potentially requiring a higher NOF.

What governance requirements apply to CIC-ND-SIs? +

CIC-ND-SIs must comply with RBI's governance norms including: a minimum of one independent director; a Board-level audit committee; a Board-approved risk management framework; annual disclosure of group structure and related-party transactions; and a fit-and-proper policy for directors. The RBI's scale-based regulatory framework places most CIC-ND-SIs in the Upper Layer, attracting enhanced governance requirements.

Structure and Manage Your CIC with Confidence

CIC registration, group structure compliance, leverage monitoring, and RBI return management.

F.A.Q.

What is GSTR-9 and why is it required?

GSTR-9 is an annual GST return that summarizes all transactions reported during the financial year. It is required to ensure proper reconciliation and compliance with GST laws.

Who is required to file GSTR-9?

All regular GST-registered taxpayers are required to file GSTR-9, except composition dealers, casual taxable persons, and non-resident taxpayers.

What is the due date for filing GSTR-9?

The due date is generally 31st December following the end of the relevant financial year, unless extended by the government.

What details are included in GSTR-9?

It includes details of outward supplies, inward supplies, input tax credit claimed, taxes paid, and adjustments made during the year.

Is GSTR-9 mandatory for all taxpayers?

GSTR-9 is mandatory for most regular taxpayers, but certain small taxpayers may get exemptions based on turnover thresholds notified by the government.

What happens if GSTR-9 is not filed on time?

Late filing may result in penalties and late fees, along with potential compliance issues or notices from GST authorities.