Full Day Workshop on Partnering in lending (Mumbai)

Loan sourcing, co-lending, transfer of loans, securitisation

Please note that registration for the workshop is closed, thank you for the overwhelming support! Do express your interests by filling this form: https://forms.gle/qoUwx99aV1acELSp6
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Details of our workshop in Bengaluru: https://vinodkothari.com/2022/12/full-day-workshop-on-partnering-in-lending/

Our recent write-ups on the topic:

Financial Services- https://vinodkothari.com/category/financial-services

Digital Lending- https://vinodkothari.com/?s=digital+lending

The sale of season: Holding period requirements for assignments and securitisation

– Team Finserv | finserv@vinodkothari.com

Any sale or assignment or transfer, including securitisation, of loans is subject to a minimum seasoning with the originator. Under the extant regulatory provisions, such requirement is referred to as ‘Minimum Holding Period’ (MHP), which means the minimum period for which the originator should have held the loan exposures before the same is transferred to the transferee or Special Purpose Entity (SPE), as the case may be. This serves several purposes: that the loan was not originated for sale, the originator has had some equity in the loans, and that there is a benefit of hindsight of performance.

MHP requirements have always been a part of the regulations in India. However, on December 5, 2022, the Reserve Bank of India (RBI) made certain amendments to the Master Direction – Reserve Bank of India (Transfer of Loan Exposures) Directions, 2021[1] (‘TLE Directions’) as well as the Master Direction – Reserve Bank of India (Securitisation of Standard Assets) Directions, 2021[2] (‘SSA Directions’). Among the other changes, there was a change in the MHP provisions; this change may have a significant impact on future transactions. 

This write-up intends to clarify the position with respect to the computation of MHP for different types of loans under TLE Directions as well as SSA Directions.

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RBI amends TLE Directions

– Team Finserv | finserv@vinodkothari.com

The Reserve Bank of India (RBI) made certain amendments to the Master Direction – Reserve Bank of India (Transfer of Loan Exposures) Directions, 2021 (‘TLE Directions’) on December 05, 2022. The long-awaited welcome move of allowing ARCs to acquire loans falling in 1-60 DPD as well is being well appreciated. Some of the changes seem to be creating a confusion; say not allowing foreign branches of Indian banks to acquire defaulted loans; while others, seem to be providing more clarity; such as clarifying that registration of security interest for the purpose of computing MHP shall mean registration of security interest with CERSAI only.

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Three significant changes in Securitisation Directions

Loans with less than 1 year to go cannot be securitised; Minimum holding period norms tweaked, may impact home loan securitisation

– Vinod Kothari | finserv@vinodkothari.com

On December 5, 2022, the RBI silently made some significant changes and updated the RBI (Securitisation of Standard Assets) Directions, 2021 (‘SSA Directions’). It is difficult to understand if these amendments are pursuant to some consultation, or feedback gathered from supervisory experience. The three significant changes seem to be mutually disconnected, though some of the amendments are related to the amendments made, on the same date, to the RBI (Transfer of Loan Exposures) Directions, 2021 (‘TLE Directions’) too.

We deal with the three amendments, and their implications, below:

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Full Day Workshop on Partnering in lending:

Loan sourcing, co-lending, transfer of loans, securitisation

Register here: https://forms.gle/Nq13Qf58uH3qge9D7

Venue: The Chancery Hotel, 10/6, Lavelle Road, Shanthala Nagar, Ashok Nagar, Bengaluru 560001 (location)

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Our upcoming workshops: https://vinodkothari.com/workshop-training/

Our resources:

Financial Services- https://vinodkothari.com/category/financial-services

Digital Lending- https://vinodkothari.com/?s=digital+lending

Guide to Structured Finance

Get your copy now!

Order here – https://rzp.io/l/R2RRY0P

A comprehensive treatise, running over 1000 pages, on four contemporary topics in structured finance.

Key highlights of the book:

– Delves deep to create fundamental understanding of the topic, evolving conceptual clarity.
– Discusses global practices, along with specific focus on Indian market.
– Blend of legal, accounting and regulatory discussions, while fully explaining the underlying financial structures.
– Evolution as well as temporal developments discussed, to allow readers to understand the trajectory and future path of the instruments.
– Sufficient discussion on structuring. Use of spreadsheet-based examples to provide practical understanding. Spreadsheets underlying the computations can be accessed on a URL.
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Stressed for reform: RBI proposes stressed assets securitisation and loss provisioning

– Team Finserv (finserv@vinodkothari.com)

Rating agency Standard and Poor’s recently noted that at least 60 percent of the world’s economies are either into recession already or heading towards the same. The same report notes that 29 of the 33 countries covered by the study have disorderly inflation above the targets set by the respective central banks[1]. OECD’s interim report of September, 2022 says that despite a boost in activity as COVID-19 infections drop worldwide, global growth is projected to remain subdued in the second half of 2022, before slowing further in 2023 to an annual growth of just 2.2%. This is accompanied by inflationary pressures in most countries[2]. India is one of the two countries projected to have a growth rate of more than 6%.

The RBI’s monetary policy, September, 2022, as expected, has announced an interest rate hike of 50 bps in the policy rates.

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The Law of Co-lending

Financial Services Division | finserv@vinodkothari.com

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Our write-ups on related topics may be viewed here –

Broken Pledge? Apex Court reviews the law on pledges

By Vinod Kothari, Managing Partner, Sikha Bansal, Partner and Shraddha Shivani, Executive | corplaw@vinodkothari.com

The Supreme Court ruling in  PTC India Financial Services Limited v. Venkateshwar Kari and Another is significant in many ways – not that it categorically rewrites the law of pledges which is settled with 150 years of the statute[1] and even longer history of rulings, but it surely refreshes one of the predicaments of a pledge. Importantly, since most of the pledges of securities currently are in the dematerialised format, it brings out a very important distinction between the meaning of beneficial owner under the Depository law, and the right of the pledgee (a.k.a. pawnee or security interest holder) to cause the sale in terms of the rights arising under the pledge. Also, very importantly, the SC dwells upon the essential principle of equity of redemption in pledges and renders void any provision in the pledge agreement which allows the pledgee to make a sale of the pledged article without notice to the pledgor, or to forfeit the pledged article and convert the same as pledgee’s own property. There are also observations in the ruling that seem to give an indefinite time to the pledgee for the sale of the pledged property – this is a point that this article discusses at some length.

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Stamp Duty on Assignment of Receivables

finserv@vinodkothari.com

The table below provides the rate of stamp duty applicable on assignment of receivables in major states across India:

State Stamp Duty
Andhra Pradesh0.1% of the loan securitized or debt assigned with underlying securities subject to maximum limit of Rs.1 Lakh. [1]
Assam8.25 percent.
Bihar0.1% of the loan securitized or debt assigned with underlying securities subject to maximum limit of Rs.1 Lakh[2].
Chhattisgarh0.1% of the loan securitized or   with underlying securities subject to maximum limit of Rs.1 Lakh[3].
Delhione rupee for every one thousand rupees or part thereof, of the loan securitized or the debt assigned with underlying securities, subject to a maximum of Rs 1 lakh.[4]
Goa8 percent.
GujaratBombay Stamps Act, 1958 (as applicable to the state of Gujarat) , No. GHM – 98-221H.STP/1096/2527/H.1. In exercise of the powers conferred by Clause (a) of Section 9 of the Bombay Stamp Act. 1958 (Bom LX of 1958), the Government of Gujarat hereby reduces the duty with which an instrument of securitisation of Loans or the Assignment of Debt with underlying securities is chargeable under Article 20(a) of Schedule 1 to the said Act, to ten paise for every rupees 100 or part thereof of the loan securitised or debt assigned with underlying securities’ subject to a maximum of rupees 1 lakh[5].
HaryanaApprox. 12.5% for conveyance amounting to sale for immovable property and 6.25% for other conveyances.
KarnatakaKarnataka Stamp Act, 1957.The Government of Karnataka, Department of Stamps & Registration have specified that that with effect from 1st April 1999, ‘Deeds relating to assignment of receivables in the process of securitisation will be charged to a reduced duty of 0.1% subject to a maximum of Rs. One Lakh.’[6]
Madhya PradeshStamp duty of 7.5% of amount of debt assigned.
Maharashtra Bombay Stamp Act, 1958. ‘Order dated 11th May 1994, No. STP. 1094/CR-369/(C)-M-1 – In exercise of the powers conferred by Clause (a) of Section 9 of the Bombay Stamp Act, 1958 (Bom. LX of 1958), the Government of Maharashtra hereby reduces with effect from 1st April 1994 the duty with which an instrument of securitisation of Loans or Assignment of Debt with underlying securities is chargeable under Clause (a) of Article 25 of Schedule 1 to the said Act, to ‘Fifty Paise’ for every rupees 500 or part thereof of the loan securitised or debt assigned with underlying securities subject to a maximum of Rs 1 lakh and in case of instrument of Assignment of Receivables in respect of use of credit cards to ‘Two Rupees and Fifty Paise for every rupees 500 or part thereof.’ subject to a maximum of Rs 1 lakh.[7]
Manipur7 percent.
Meghalayaupto Rs 50,000 – 4.6%, more than Rs 50,000 and upto Rs 90,000 – 6%, more than Rs 90,000 and upto Rs 1,50,000 – 8% , More than Rs 1,50,000 – 9.9%.
Nagaland7.5 percent.
Odisha0.1% of the amount or value of the consideration set forth in the said instrument.[8]
Punjab 3 percent.
RajasthanIn exercise of the powers conferred by sub-section (1) of section 9 of the
Rajasthan Stamp Act, 1998 (Act No. 14 of 1999) and in supersession of this department’s Notification No. F.4(4) FD/Tax/2015-230 dated March 9, 2015, the State Government, stamp duty chargeable on the instrument of debt assignment executed in respect of performing assets (standard assets) is charged at the rate of 0.15 percent of the amount of debt subject to maximum of rupees five lacs.[9]
Tamil Nadu In exercise of the powers conferred by clause (a) of sub-section (1) of], the governor of Tamil Nadu hereby reduces the duty chargeable under the said act to ten paise for every Rs 100or part thereof the market value of the property which is the subject matter of conveyance, subject to the maximum of Rs 1 lakh, in respect of the instruments providing for transfer of non-performing assets or assignment of debt with or without underlying securities whether movable or immovable or intangible. in favour of reconstruction companies under SARFAESI act ,2002. the notifications appended to this order will be published in an extraordinary issue of Tamil Nadu government gazette dated 4-3-2005.
Tripura5 percent
Uttar Pradesh0.1% subject to maximum of Rs.1 Lakh.[10]
UttarakhandThe stamp duty was reduced to 5% vide notification no. 297/XXVII (9)/2011/Stamp-61/2009 dated May 31, 2011 issued by the Department of Finance, State of Uttarakhand and is currently applicable.  However, the said exemption is applicable only upto the value of the property being 25 lakhs. In the event the value exceeds 25 lakhs, then upto 25 lakhs, the stamp payable will be reduced by 25% i.e. 3.75% of market value will be payable, and above 25 lakhs, the stamp duty will be paid at 5% of market value.
West Bengal0.1% subject to maximum of Rs.1 Lakh.[11]

[1] Notification G.O.Ms. No.305 dated 29.03.2004 issued by Registration and stamps Department,
Government of Andhra Pradesh. This shall apply to ARC’s.

[2] Notification S.O.No.-1/M1-126-2004/2904 dated 29.12.2004 issued by Department of Registration, Government of Bihar. This shall apply to ARC’s.

[3] Notification No./F10-9-2004-C.T.-(R) –V-(32) dated 28.02.2004 issued by Financial and Planning Department {Commercial Tax (Registration) Department}, Government of Chhattisgarh.

[4]http://delhi.gov.in/wps/wcm/connect/DoIT_Revenue/revenue/home/registration+acts+and+rules/manuals%2Cnotifications%2Corders/reg260209

[5] https://www.rbi.org.in/Scripts/PublicationReportDetails.aspx?ID=166

[6] https://www.rbi.org.in/Scripts/PublicationReportDetails.aspx?ID=166

[7] https://www.rbi.org.in/Scripts/PublicationReportDetails.aspx?ID=166

[8] 1.  Notification No. Stamp-6/05/35723/R. dated 31.08.2005 issued by Revenue Department, Government of Orrisa. 2. Notification No. Stamp-6/05/35723/R. dated 31.08.2005 issued by Revenue Department, Government of Orrisa.

[9] http://igrs.rajasthan.gov.in/writereaddata/Portal/Images/pdf/notification-dated-26062015.pdf

[10] Notification No.K.N.5-1023/11-2005-500(137)-2003 dated 15.03.2005 as amended by No.K.N.5-1389/11-2005-500(137)/2003 dated 29.03.2005 issued by Kar Evam Nibandhan Anubhag-5, Government of Uttar Pradesh.

[11]Notification No.2307-F.T. dated 02.07.2004 issued by Finance (Revenue) Department, Government of West Bengal.