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ARTICLE · 04 MARCH 2025

Standardization Of No-Objection Certificate (NOC) Format For Existing Charge Holders

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SEBI has proposed the introduction of a standardized format for the NOC / Consent Letter required from existing charge holders when a company seeks to issue listed debt securities and create further encumbrance on its assets to secure the Issue.

IndiaCorporate/Commercial Law
Rajeev Vidhani
Rajeev Vidhani
Jessica Gandhi
Jessica Gandhi
Manas Pandey
Manas Pandey
Yash Bhatt
Yash Bhatt
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Introduction

The Securities and Exchange Board of India (SEBI) has proposed the introduction of a standardized format for the No-Objection Certificate (NOC) / Consent Letter required from existing charge holders when a company seeks to issue listed debt securities (Issue) and create further encumbrance on its assets to secure the Issue. This initiative of SEBI aims to eliminate inconsistencies in the terms of submission of such consents and make the due diligence exercise to be undertaken by the debenture trustee in respect of an Issue, more objective from the perspective of competing/ pre-existing charges.

Current Regulatory Framework

As per the provisions of the 'Master Circular for Debenture Trustees' issued by SEBI dated 16 May 2024 (SEBI DT Master Circular), issuers are mandated to obtain NOC / Consent Letter from existing charge holders before creating further charge on the encumbrance assets.

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