Tag: Banking and Finance

IBC Bill, 2025

IBC (Amendment) Bill, 2025: Creditor-Initiated Insolvency Resolution Process

Insights | November 28, 2025 | Practice Area: , ,

One of the innovations proposed in the Insolvency and Bankruptcy Code (Amendment) Bill, 2025 (the “Bill”) is a new resolution framework that is intended to serve as an alternative to the conventional corporate insolvency resolution process (“CIRP”) under the Insolvency and Bankruptcy Code, 2016. Termed as the creditor-initiated insolvency resolution process (“CIIRP”), this process is designed as a largely out-of-court mechanism, but with the National Company Law Tribunal playing a supervisory role at key stages, including in case of a dispute, for grant of a moratorium and approval of a resolution plan. Another distinguishing feature of the CIIRP is that the corporate debtor continues to remain in control of the business (subject to certain checks and balances), in contrast to the CIRP where control is ceded to the resolution professional. This note analyzes the CIIRP framework as proposed in the Bill. For our analysis of other provisions of the Bill, please refer to our note here.

AI framework in the Indian financial sector

A Framework for Using AI in the Indian Financial Sector

Insights | September 23, 2025 | Practice Area: , , ,

On August 13, 2025, a committee constituted by the Reserve Bank of India (“RBI”) released its report with respect to a proposed framework for the responsible and ethical enablement (FREE) of artificial intelligence (AI) models in the Indian financial sector (such report, “FREE AI Report”), pursuant to principles of transparency, responsibility, and ethical deployment. The proposed framework may require RBI-regulated entities, including banks, to undertake significant investments and operational changes, including with respect to new governance structures and capacity-building measures.
In general, the FREE AI Report provides an overview of potential compliance obligations which might be imposed on RBI-regulated entities through future AI-related regulation. In that regard, the report proposes a sector-specific approach based on amendments to existing regulations and new AI-specific rules. Accordingly, a principles-based framework has been recommended for developing new regulations to guide the development, deployment, and governance of AI. The report also recommends including AI regulation within the scope of certain existing RBI master directions, including on cybersecurity, digital lending, customer service, fraud detection, information technology (“IT”) governance, and outsourcing of IT services.
This note provides a broad overview of the FREE AI Report and discusses the ways in which RBI-regulated entities could act upon its recommendations, including for the purpose of preparing for future AI regulation. AI governance requirements may involve the design and implementation of measures and strategies to ensure that AI models deployed in the financial sector are safe, reliable, and trustworthy, including for enhancing customer confidence and trust, and facilitating greater integration of AI models in finance.
 

Insolvency and Bankruptcy Code

The Insolvency and Bankruptcy Code (Amendment) Bill, 2025

Insights | September 15, 2025 | Practice Area: , ,

The Insolvency and Bankruptcy Code (Amendment) Bill, 2025 (“Bill”) proposes the single biggest overhaul to the existing insolvency framework in India since the Insolvency and Bankruptcy Code, 2016 (“Code”) came into effect in December 2016. The Bill attempts to address various challenges that have arisen with the Code’s implementation and to clarify ambiguities and unintended consequences that have resulted from certain judicial decisions. These changes include amendments to streamline the corporate insolvency resolution process, changes to provide for supervision of the liquidation process by the committee of creditors, clarifications on treatment of security interests in liquidation and changes to the framework for preferential, undervalued, fraudulent, and extortionate credit transactions. In addition, the Bill introduces new concepts such as the creditor-initiated insolvency resolution process, which provides an alternative process to the corporate insolvency resolution process under the Code and enabling provisions for the Government to frame rules on group insolvency and cross border insolvency. These proposed amendments collectively aim to restore the Code’s core principles of clarity, speed, and commercial certainty, while adapting to the evolving requirements of creditors, insolvency professionals, and the broader financial ecosystem. The Bill, which was introduced in the Lok Sabha on August 12, 2025, has now been referred to a select committee of the Parliament for its consideration.
This note decodes the key amendments proposed by the Bill.

Alternative Investment Funds

The RBI’s New Directions on Investments by Regulated Entities in Alternative Investment Funds

Insights | August 25, 2025 | Practice Area: , , ,

In the past few years, the Reserve Bank of India (“RBI”) has issued directions to regulate investments by banks, non-banking financial companies and other regulated entities (collectively, “REs”) in alternative investment funds (“AIFs”). These regulatory measures have been primarily intended to curb evergreening of loans by REs, where REs substitute their direct exposure to debtor companies with indirect exposure by investing in AIFs that, in turn, have investments in such debtor companies.
Recently, on July 29, 2025, the RBI introduced the Reserve Bank of India (Investment in AIF) Directions, 2025 (“New Directions”), which increase regulatory oversight over REs’ investments in AIFs while also relaxing some of the prohibitions of the prior regime. The New Directions will supersede the RBI’s prior circulars on this subject, in relation to new investment commitments made by REs in AIFs. This note analyzes the New Directions, the improvements from the prior regulatory framework and the concerns that remain to be addressed.

M&A transactions in India

Financing M&A Transactions in India: An Overview

Insights | August 8, 2025 | Practice Area: , ,

India has witnessed a sustained increase in domestic and cross-border mergers and acquisitions (“M&A”) transactions over the past few years. Despite global M&A activity being subdued this year, M&A deal volumes in India during the first half of 2025 saw an 18% increase in comparison with the first half of 2024. Multiple factors, such as large-scale digitization, favorable investor sentiment and increasing domestic consumption, have contributed to the significant interest of global investors to be a part of India’s growth story.
Acquisition financing, which refers to the process of securing capital to finance the acquisition of equity in another company, is critical to the success of M&A transactions. Such financing could be in the form of debt or equity, raised domestically or from offshore funding sources. In India, debt financing for acquisitions and, in particular, offshore debt, is highly regulated owing to various restrictions imposed by the Reserve Bank of India and Indian exchange control regulations. This note explores the principal funding routes available for financing inbound and domestic M&A in India and the key considerations for market participants when structuring such financing.

RERA

RERA: Issue 2 of 2025

Periodic Roundups | July 30, 2025 | Practice Area: , ,

We are pleased to present the second issue of S&R’s Quarterly RERA Roundup for the period January to March 2025. This publication provides a curated overview of significant legal developments under the Real Estate (Regulation and Development) Act, 2016 (“RERA”), as reflected in recent judgments and passed by various Real Estate Regulatory Authorities and appellate forums/courts across India.
As the regulatory landscape continues to evolve, these decisions offer valuable insight into the interpretative trends shaping the enforcement of RERA. This edition aims to serve as a practical guide for stakeholders seeking to understand the Act’s application in an increasingly dynamic real estate sector.

esg debt securities

Evaluating the Operational Framework for ESG Debt Securities

Insights | July 7, 2025 | Practice Area: , , ,

The Securities and Exchange Board of India (“SEBI”), in December 2024, amended the Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021 to introduce a new asset class of ‘ESG debt securities’ that includes green debt securities, social bonds, sustainability bonds and sustainability-linked bonds. The amendments, however, did not provide the regulatory framework for the issuance of ESG debt securities; instead, pursuant to the amendments, SEBI retained the right to prescribe conditions for the issue of such securities. Our earlier analysis on these amendments is availablehere.
In this context, SEBI recently on June 05, 2025, issued a circular titled the ‘Framework for Environment, Social and Governance (ESG) Debt Securities (other than green debt securities)’ specifying the operational framework for the issuance and listing of ESG debt securities (other than green debt securities) in India. In this note, we analyze the changes to the existing regulatory regime introduced by the SEBI circular,and highlight key issues and concerns raised for relevant stakeholders in this regard.

cape town convention

The Cape Town Convention: Its Application and Benefits in India

Insights | July 2, 2025 | Practice Area: , , , ,

S&R Associates and Stewarts are pleased to present their co-authored note on the Cape Town Convention.
India’s new Cape Town Convention act enforces global rules for aircraft financing, boosting investor confidence and lowering leasing costs. It streamlines repossession in insolvencies and aligns India’s aviation laws with international standards, encouraging growth and efficiency. The reform is set to attract foreign lessors and benefit passengers with better service and pricing.
This note discusses the implications and expected benefits of the Protection of Interests in Aircraft Objects Act 2025, which gives legal effect from May 1, 2025 to the Convention on International Interests in Mobile Equipment (known as the “Cape Town Convention” and referred to here as the “CTC” or the “Convention”) and the Protocol to the Convention on Matters Specific to Aircraft Equipment (the “Protocol”), which were adopted on December 16, 2001 in Cape Town, South Africa.
The Convention entered into force on April 1, 2004 and is applied to different sectors through individual protocols, one of which is the Protocol, which entered into force on March 1, 2006.

Corporate Debt Securities

RBI Eases Investments by FPIs in Corporate Debt Securities

Insights | May 22, 2025 | Practice Area: , , , , , ,

The Reserve Bank of India recently issued a circular onInvestments by Foreign Portfolio Investors in Corporate Debt Securities through the General Route(“RBI Circular”) on May 08, 2025, to withdraw short term investment limits and concentration limits, applicable on investments by FPI in corporate debt securities under the general route. This note highlights the changes to the regulatory framework brought about by the RBI Circular that are intended to provide greater flexibility and ease of investments for FPIs investing in corporate debt securities in India under the general route.

ESG disclosures in India

Regulatory Initiatives on ESG Disclosure Requirements in India

Insights | May 21, 2025 | Practice Area: , , ,

Regulatory initiatives to build the legal frameworks around environmental, social, and governance (“ESG”) disclosures in India, while still nascent, are not of recent origin. Various regulators have gradually introduced requirements aimed at enhancing transparency and fostering corporate responsibility. This note examines these evolving ESG disclosure frameworks as implemented by the Securities and Exchange Board of India, the Reserve Bank of India, and the International Financial Services Centres Authority. It further analyzes the regulatory gaps that these initiatives seek to fill, andproposes solutions to enhance these frameworks.