Concurrent Audit Consultant in Kolkata | NBFC | Marcken

In short: Marcken Consulting LLP is a concurrent audit consultant in Kolkata for NBFCs whose boards want the registration itself, the quarterly returns and the balance sheet behind them tested every cycle rather than once a year. Kolkata’s NBFC population is unlike any other city’s in this series. The Reserve Bank’s Kolkata office, in the city since 1935, is the supervisory address for NBFCs registered in West Bengal, Sikkim and the Andaman and Nicobar Islands, and a large share of the companies it supervises are small investment and credit companies that hold group shares, lend selectively and have been on RBI’s register for decades. In 2026 that population came under visible pressure: press reports of RBI’s release of 14 May 2026 counted around 75 West Bengal addresses among the 150 Certificates of Registration cancelled that day, and reports of the release of 10 June 2026 counted around 125 West Bengal addresses among 135 cancellations, all under Section 45-IA(6) of the RBI Act, 1934. The supervisory question in this market is therefore a basic one: is the company still a genuine, compliant NBFC, and does it still need to be one? Four rulebooks answer it, and this guide builds the Kolkata concurrent audit scope around them: the principal business criteria and the 2026 Type I framework, which decide whether a company must hold a Certificate of Registration at all; the Reserve Bank of India (Non-Banking Financial Companies – Acquisition of Shareholding or Control) Directions, 2025, which govern the share transfers and takeovers that are common in this market; Chapter III of the Governance Directions, 2025, which applies to every NBFC including the smallest; and the Filing of Supervisory Returns Directions, 2024, which set the CIMS reporting calendar whose breaches are the most frequent and most avoidable cause of supervisory trouble. Microfinance, deposits, digital lending, KYC, vehicle finance, housing finance and gold loans are covered in the firm’s other city guides, linked where they apply.

1. What Does a Concurrent Audit Consultant in Kolkata Do?

A concurrent audit consultant in Kolkata examines an NBFC’s transactions and filings as they happen, against the directions in force, and reports what is wrong to the Audit Committee or the Board while the quarter is still open. For a West Bengal investment and credit company the work has a distinctive content. Each quarter the firm recomputes the two ratios that make the company an NBFC in the first place, financial assets to total assets and financial income to gross income, and tracks the trend so that a drift below the line is seen before the statutory auditor has to certify it. It tests the investments and loans booked in the period for existence, valuation evidence and Board approval; checks every share transfer, every change of director and every change in control against the prior-approval triggers in the 2025 Acquisition Directions and the Governance Directions; reconciles each CIMS return to the trial balance before the company submits it; maintains the evidence file that answers each ground on which RBI may cancel a Certificate of Registration; and, for a company that has moved or intends to move into the 2026 Unregistered Type I framework, tests the two conditions on which the exemption rests, no public funds and no customer interface, so that the statutory auditor’s certificate and the Board’s annual resolution are supported by work rather than assertion. The cycle ends with an exception report, each item carrying an owner and a date, and nothing is closed until it has been re-tested.

2. Why Kolkata NBFCs Need a Registration-Integrity Concurrent Audit Scope

Three facts about this market shape the programme.

• One office, three jurisdictions. RBI’s chart of regional offices for NBFC matters lists its Kolkata office at 15, Netaji Subhas Road, Kolkata 700001, with jurisdiction over the State of Sikkim and West Bengal and the Union Territory of Andaman and Nicobar Islands, and RBI’s Kolkata office profile records that the office began work in the city in 1935. A company registered in Gangtok or Port Blair is therefore supervised from the same building as one registered in Salt Lake or Burrabazar, and the registration side of that relationship is covered in the firm’s NBFC license consultant in Kolkata guide.
• The 2026 cancellation batches. Under Section 45-IA(6) of the RBI Act, 1934, RBI cancelled 150 Certificates of Registration on 14 May 2026 and a further 135 on 10 June 2026. RBI’s releases list the companies and their registered offices without stating company-specific reasons, and press coverage of the two lists counted around 75 and around 125 West Bengal addresses respectively, the June batch being reported by The Tribune among others. The statutory grounds for cancellation, set out in Section 7, are the practical agenda of a Kolkata concurrent audit, because every one of them is a condition that can be tested before RBI tests it.
• A market where registered companies change hands. West Bengal’s jute, tea, engineering and trading houses, and the newer technology businesses of Sector V and New Town, have long used group investment companies to hold shares and extend finance, and a Certificate of Registration held by such a company is itself an asset that is bought, sold and restructured. The 2025 Acquisition of Shareholding or Control Directions and Chapter III of the Governance Directions, 2025 decide when RBI’s prior written permission is needed for those transactions, and Section 5 shows how a concurrent audit keeps the company on the right side of them.

3. Where Concurrent Audit Sits in RBI’s Framework

Concurrent audit is a system RBI prescribes for commercial banks; for NBFCs as a class it has issued no equivalent mandate, and the firm’s concurrent audit consultant in Bangalore guide compares concurrent, internal and statutory audit in full. What RBI does require of a Kolkata company is a set of certifications and filings that somebody has to be able to stand behind. The statutory auditor signs the annual DNBS10 Statutory Auditor Certificate on the company’s NBFC status, and, for an Unregistered Type I NBFC, must send RBI an exception report if the company breaches the conditions of its exemption. The Board certifies, through the Managing Director or Chief Executive, that fit and proper criteria were followed in every change of directors. The company itself files its CIMS returns with data that the Filing of Supervisory Returns Directions, 2024 require to be reconciled to its own accounting records. A concurrent audit is the work that sits underneath those signatures. Two further points frame who may do it. The Reserve Bank of India (Non-Banking Financial Companies – Statutory Audit) Directions, 2026 of 31 July 2026 exclude an NBFC’s concurrent auditors from consideration as its statutory auditors and require at least a year between non-audit work and a statutory audit appointment, so the concurrent auditor is never the firm that signs DNBS10. And the risk-based internal audit framework, now in the Internal Audit Function Directions, 2026, applies to deposit-taking NBFCs and to non-deposit-taking NBFCs of ₹5,000 crore and above, a line that almost no Kolkata investment and credit company crosses; for the rest, the concurrent audit is the only independent assurance between one statutory audit and the next.

4. The Principal Business Test and the 2026 Type I Framework

Paragraph 38 of the Reserve Bank of India (Non-Banking Financial Companies – Registration, Exemptions and Framework for Scale Based Regulation) Directions, 2025 (RBI/DOR/2025-26/339, updated as on 1 July 2026) carries forward the principal business criteria first set out in RBI’s press release of 1998-99: “A company will be treated as an NBFC, if its financial assets are more than 50 per cent of its total assets (netted off by intangible assets) and income from financial assets is more than 50 per cent of its gross income. Both these tests are required to be satisfied.” RBI’s FAQ on NBFCs, updated as on 15 September 2026, adds the two consequences that matter in Kolkata: a company that does not meet the criteria “is not an NBFC”, and a company that is required to register but conducts non-banking financial activity without a Certificate of Registration “would invite penal action viz., penalty or fine or even prosecution in a Court of Law”. For a company whose balance sheet is a mixture of group shares, loans to associates, a property or two and some trading income, the two ratios move with every transaction, and a concurrent audit recomputes them at each quarter-end from the ledger rather than waiting for the annual certificate.

The second half of the test is new. The Reserve Bank of India (Non-Banking Financial Companies – Registration, Exemptions and Framework for Scale Based Regulation) Amendment Directions, 2026 (RBI/2026-27/43, 29 April 2026, effective 1 July 2026) inserted paragraph 65A, under which an NBFC not availing public funds and not having any customer interface is exempt from Sections 45-IA and 45-IC of the RBI Act, 1934, as an “Unregistered Type I NBFC”, if it operates without public funds and without customer interface as its conscious and long-term business model; its asset size is less than ₹1,000 crore as per the latest audited balance sheet; it passes a Board resolution at the beginning of each financial year that it will not avail public funds and will not have customer interface during the year; and it discloses in the notes to its financial statements that it is an Unregistered Type I NBFC, along with the status of public funds and customer interface. Paragraph 38A adds the machinery: the statutory auditor must report any breach of the conditions to RBI through an exception report; the asset sizes of all Unregistered Type I NBFCs in a group are aggregated for the ₹1,000 crore test; a company that intends to access public funds or have a customer interface must first register as a Type II NBFC; a company whose asset size reaches ₹1,000 crore must register as a Type I NBFC; and existing registered companies that qualify may apply for deregistration until 31 December 2026.

The definitions decide everything. “Public funds” under paragraph 6(18) includes funds raised directly or indirectly through public deposits, inter-corporate deposits, bank finance and all funds received from outside sources such as commercial paper and debentures, excluding only instruments compulsorily convertible into equity within five years of issue, and “customer interface” under paragraph 6(4) means interaction between the NBFC and its customers while carrying on its business. A single inter-corporate deposit taken from a friendly company, or a single loan to a party outside the group, can end the exemption.

Test	What the concurrent auditor recomputes or examines each quarter
Financial assets above 50 percent of total assets net of intangibles	Every asset classified as financial or non-financial from the ledger, intangibles netted off, the ratio recomputed and the four-quarter trend charted for the Board
Financial income above 50 percent of gross income	Interest, dividend, gains and fee income traced to financial assets; rental, trading and other income separated; one-off gains identified so the ratio is not flattered by a single sale
No public funds (Unregistered Type I)	Every liability and every receipt in the period examined against paragraph 6(18); bank facilities, inter-corporate deposits, debentures and any indirect routing through group companies flagged
No customer interface (Unregistered Type I)	Loans, guarantees and investments in the period reviewed for any counterparty that is a customer rather than a group entity or a market instrument
Asset size below ₹1,000 crore, aggregated across the group	Group map of all Unregistered Type I entities maintained; aggregate asset size computed from the latest audited balance sheets and projected for the current year
Annual Board resolution and notes-to-accounts disclosure	Resolution passed at the start of the financial year and minuted; draft disclosure prepared from the quarterly files for the statutory auditor

The quarterly files from this table are what the statutory auditor relies on when signing the DNBS10 certificate or deciding whether an exception report is due, and they are what a Board needs before it chooses between keeping the Certificate of Registration, applying for deregistration by 31 December 2026, or registering as a Type II NBFC because the business plan needs bank finance or outside borrowers.

5. Change in Control, Shareholding and the Board: The 2025 Acquisition and Governance Directions

A registered NBFC in Kolkata is often acquired for its registration rather than its book, and the sequence of approvals is where buyers and sellers go wrong. The Reserve Bank of India (Non-Banking Financial Companies – Acquisition of Shareholding or Control) Directions, 2025 (RBI/DOR/2025-26/340, 28 November 2025) require RBI’s prior written permission for any takeover or acquisition of control of an NBFC, whether or not it results in a change of management, and for any change in shareholding that would result in the acquisition or transfer of 26 percent or more of the paid-up equity capital. The application goes through RBI’s PRAVAAH portal with information on the proposed shareholders and directors, the source of funds, declarations about association with unincorporated bodies and about any earlier rejected application for a Certificate of Registration, and bankers’ reports. After RBI’s permission, a public notice must be published at least 30 days before the transfer of ownership by sale of shares or the transfer of control, in a national newspaper and a local vernacular newspaper. A buyback or reduction of capital approved by a court or tribunal does not need prior permission, but must be reported to RBI within one month of the event.

The Reserve Bank of India (Non-Banking Financial Companies – Governance) Directions, 2025 (RBI/DOR/2025-26/344, 28 November 2025, updated as on 24 June 2026) supply the board-level counterpart. Chapter III applies to every NBFC, Base Layer included, and it contains three provisions that a Kolkata concurrent audit tests directly: at least one director must have relevant experience of having worked in a bank or an NBFC (paragraph 8); the company must constitute a Risk Management Committee at Board or executive level that reports to the Board (paragraph 9); and RBI’s prior written permission is required for any change in management that would result in a change of more than 30 percent of the directors, excluding independent directors (paragraph 10). Paragraph 14 then requires a quarterly statement on changes of directors to be furnished to RBI with a certificate from the Managing Director or Chief Executive that fit and proper criteria were followed in their selection.

Trigger	Concurrent audit test
Transfer or acquisition of 26 percent or more of paid-up equity	Register of members and share transfer forms reviewed each cycle; transfers aggregated by acquirer and by group so that a threshold crossed in instalments is caught; PRAVAAH acknowledgement and RBI’s permission letter on file before the transfer is registered
Change in control, with or without change of management	Shareholders’ agreements, voting arrangements, pledges and nominee holdings read for control in substance, not only shareholding on the register
Public notice at least 30 days before transfer	Newspaper copies, publication dates and the date of the share transfer compared; the national and vernacular editions both evidenced
Change of more than 30 percent of non-independent directors	Board composition tracked across the year, resignations and appointments counted cumulatively against the base, RBI permission evidenced before the resolutions are passed
Quarterly statement and fit and proper certificate	Declarations and due diligence for each new director on file; statement filed for the quarter; Managing Director’s certificate supported by the file
Bank or NBFC-experienced director; Risk Management Committee	Continuing compliance confirmed after every Board change; committee constituted, meeting and reporting to the Board

Where the transaction is a sale of the company itself, the firm’s NBFC takeover and NBFC due diligence services run the approval sequence and the buyer’s diligence, and the concurrent audit record is usually the first document the buyer asks for.

6. Supervisory Returns on CIMS: The 2024 Filing of Supervisory Returns Directions

The Master Direction – Reserve Bank of India (Filing of Supervisory Returns) Directions – 2024 (RBI/DoS.DSG/2023-24/110, 27 February 2024) consolidate the returns every supervised entity files on RBI’s Centralised Information Management System. Three of its clauses set the standard a Kolkata company is held to. Supervised entities “shall submit the applicable returns as given in Annex III, with accurate and complete data, strictly within the prescribed timelines”. All returns “should be reconciled with SEs own sources, including accounting data where appropriate, to ensure accuracy and completeness”. And all audited returns “shall be filed within 5 working days from the date of signing of the Auditor’s report in terms of section 134 of the Companies Act, 2013”. A violation may draw a penalty or fine under the RBI Act, 1934, and a persistent failure to file is, in substance, a failure to comply with a direction of the Bank, one of the grounds in Section 45-IA(6). RBI’s list of returns for NBFCs shows what a typical Base Layer company in Kolkata actually owes.

Return	Who files and how often	What the concurrent audit checks before submission
DNBS02, important financial parameters	Base Layer NBFCs other than peer-to-peer platforms; quarterly	Every figure tied to the quarter-end trial balance; Net Owned Fund, leverage and asset classification recomputed; prior-quarter figures consistent
DNBS13, overseas investment details	All NBFCs; quarterly, including a NIL return where there is no overseas investment	NIL returns actually filed, not assumed; any foreign security or subsidiary on the investment schedule reflected
DNBS10, Statutory Auditor Certificate	All NBFCs; annual, filed after the audit report is signed	The quarterly principal-business files handed to the statutory auditor; filing within five working days of the audit report tracked
DNBS04A and DNBS04B, liquidity	Base Layer NBFCs with assets of ₹100 crore and above, other than Type I NBFCs and certain other categories; quarterly and monthly	Maturity buckets rebuilt from loan and borrowing schedules; the ₹100 crore threshold monitored as the balance sheet grows
DNBS08 and DNBS09, CRILC	Base Layer NBFC-ICCs, NBFC-MFIs and NBFC-Factors with assets of ₹500 crore and above; monthly and weekly	Borrowers with aggregate exposure of ₹5 crore and above identified; default move-ins and move-outs matched to the ledger

Each cycle the firm maintains a filing log that records the reference date, the due date, the submission date and the CIMS acknowledgement for every return, and reconciles the figures filed to the ledger that the statutory auditor will later audit. In the firm’s experience, the returns that go wrong in Kolkata are rarely the complex ones; they are the quarterly DNBS02 submitted from a management account that was later adjusted, and the NIL DNBS13 that nobody filed because there was nothing to report.

7. The Section 45-IA(6) Self-Test: Keeping the Certificate of Registration

Section 45-IA(6) of the RBI Act, 1934 allows RBI to cancel a Certificate of Registration, after giving the company a reasonable opportunity of being heard, where the company ceases to carry on the business of a non-banking financial institution in India; has failed to comply with any condition subject to which the certificate was issued; fails at any time to fulfil the conditions in clauses (d) to (g) of sub-section (4), which cover adequate capital structure and earning prospects, the public interest and any other condition RBI attaches to the registration; fails to comply with any direction issued by RBI, to maintain accounts as required by law or by RBI, or to submit or offer its books of account and other documents for inspection when an inspecting authority demands them; or has been prohibited from accepting deposits by an order that has been in force for at least three months. Read as a checklist, these grounds describe the file a Kolkata concurrent audit keeps current every quarter.

• Carrying on business. Evidence that the company actually conducts financial business in the period: loans disbursed or renewed, investments made or realised, and the principal business ratios from Section 4. A company that holds a registration while its financial activity has dwindled to nothing is exposed on the first ground, and the Board should decide, with the 31 December 2026 deregistration window in view, whether to surrender, deregister or revive the business.
• Conditions of registration. The Net Owned Fund maintained at the level the company’s category requires, with the ₹10 crore floor for NBFC-ICCs due by 31 March 2027 covered in the firm’s concurrent audit consultant in Delhi guide; the transfer of at least 20 percent of net profit to the reserve fund under Section 45-IC; and the capital adequacy, exposure and classification norms applicable to the company’s layer.
• Compliance with directions. The returns in Section 6 filed on time; the Fair Practices Code adopted and displayed; the KYC policy in force, with the concurrent or internal audit of KYC that the KYC Directions, 2025 themselves require, covered in the Delhi guide; and the approvals in Section 5 obtained before, not after, the event.
• Accounts and inspection. Books maintained under the Companies Act, 2013 and RBI’s directions, with the loan files, investment records, Board minutes and return workings organised so that an inspecting officer from RBI’s Kolkata office can be given what is asked for on the day it is asked for.
• Deposits. For a non-deposit-taking company, evidence that no amount received in the period is a public deposit in disguise, which is also the public funds test for the Type I framework.

Two further checks close the loop. The firm verifies each quarter that the company still appears on RBI’s published list of registered NBFCs, since lenders and counterparties in Kolkata check it before they transact, and it reviews RBI’s periodic cancellation and surrender releases for any group entity, counterparty or borrower that has lost its registration.

8. How Marcken Consulting LLP Runs a Kolkata Engagement

1. Engagement terms. The Board or Audit Committee appoints the firm on a letter that fixes scope, cycle, sampling and reporting, and records that the firm holds no statutory audit role at the company or its group, as the Statutory Audit Directions, 2026 require.
2. Status map. The company’s layer, its category, its principal business ratios at the last balance sheet, its public funds and customer interface position, its group structure and its shareholding pattern are mapped to the directions that apply. The map is the programme.
3. Policy and constitution review. The Fair Practices Code, the investment and loan policies, the Board’s composition and committees, and the register of members are read against the 2025 Governance and Acquisition Directions before transactions are tested.
4. Quarterly recomputation. The principal business ratios, the Type I conditions, Net Owned Fund, the Section 45-IC transfer and the CIMS return figures recomputed from the ledger at each quarter-end.
5. Transaction testing. Investments, loans, share transfers, director changes and related-party flows in the period tested for authorisation, documentation, valuation evidence and regulatory approval.
6. Pre-filing reconciliation. Every CIMS return reconciled to the trial balance and logged with its acknowledgement; the annual DNBS10 file handed to the statutory auditor with the quarterly workings.
7. Reporting and follow-up. Exceptions reported to the Audit Committee or Board with owners and dates, re-tested at the next cycle, and summarised annually for the statutory auditor and for any buyer or lender conducting diligence.

Deliverable in a Kolkata engagement
Status map covering layer, category, principal business ratios, Type I position and group structure
Quarterly principal-business and Type I condition file, with the four-quarter trend for the Board
Shareholding and Board change register tested against the 26 percent, control and 30 percent triggers, with the approval and public notice evidence
CIMS filing log and pre-submission reconciliations for every return, including NIL returns
Section 45-IA(6) evidence file, organised ground by ground for an RBI inspection
Board memorandum on keeping, surrendering or deregistering the Certificate of Registration, where the facts call for the decision
Cycle exception reports and an annual summary for the statutory auditor, lenders and prospective acquirers

9. What a Concurrent Audit Costs in Kolkata

RBI prescribes no fee for an NBFC concurrent audit. For a Kolkata company the cost turns on the cycle chosen, the number of group entities whose positions have to be aggregated, the volume of investment and loan transactions, whether a change in control or a deregistration application is on the agenda during the year, and the number of CIMS returns the company’s size brings within scope. Marcken Consulting LLP maps the scope first and then quotes a fixed annual fee against it, so that the Board knows what will be tested, when and for how much before the engagement letter is signed, and small investment and credit companies are not charged for a programme designed for a lender with branches.

10. Quick Reference Checklist: When a Kolkata NBFC Should Appoint a Concurrent Auditor

• Nobody has recomputed the financial-asset and financial-income ratios since the last statutory audit, and the balance sheet mixes group shares, loans, property and trading income.
• The company takes no public funds and has no customers, and the Board has not yet decided whether to apply for deregistration under the 2026 Type I framework before 31 December 2026 or to keep the registration.
• A sale of shares, a family settlement or a succession is expected to move 26 percent or more of the equity, or to change control, in the coming year.
• More than 30 percent of the non-independent directors have changed, or will change, since the last Board was constituted.
• A CIMS return was filed late, revised, or filed from figures that differed from the audited accounts, or a NIL return was never filed.
• The company holds a Certificate of Registration but its financial activity in the last year was negligible.
• A group company, a borrower or a counterparty appeared on one of RBI’s 2026 cancellation lists.
• A bank, a buyer or an investor has asked for independent comfort on the registration, the returns and the balance sheet before the next statutory audit.
• The company has received a query from RBI’s Kolkata office and wants the answer to be supported by tested evidence.

11. Why Marcken Consulting LLP Is the Right Concurrent Audit Consultant in Kolkata

Marcken Consulting LLP is led by CA Murli Chandak, an IBBI-Registered Valuer for Securities or Financial Assets, and its concurrent audit work for West Bengal, Sikkim and Andaman and Nicobar NBFCs is part of a practice that already serves the same companies on registration, valuation, transactions and compliance:

• An NBFC practice that covers the whole life of a registration: the firm’s NBFC registration, business plan for NBFC, NBFC due diligence and NBFC takeover service lines, and its NBFC license consultant in Kolkata guide, work from the same directions this guide applies to the audit, from the first application to the last transfer of control.
• A scope built for investment and credit companies: the principal business criteria, the 2026 Type I framework, the Acquisition Directions, Chapter III of the Governance Directions and the CIMS calendar are read against the specific company and its group before any sampling begins, so a small Base Layer company is tested on what applies to it and nothing else.
• Independence written into the appointment: the firm does not act as statutory auditor of a company it audits concurrently, and the engagement letter records the separation that the Statutory Audit Directions, 2026 require.
• Valuation and transaction depth: when a change in control, a family settlement or a fundraise puts the company’s shares and investments under scrutiny, the firm’s business valuation and IBBI-Registered Valuer work for Kolkata companies, and its equity funding and IPO guides, mean the valuation and the audit record come from one firm.
• Compliance across the group: GST, ESOP and virtual CFO support for Kolkata businesses sit in the same practice, so a finding that reaches into tax, equity or reporting is handled by one adviser rather than passed between three.
• One engagement partner, one programme: scoping, quarterly recomputation, transaction testing, return reconciliation and Board reporting for the Kolkata engagement are owned by a single partner at Marcken Consulting LLP.

This guide is part of a city series. The concurrent audit consultant in Ahmedabad guide covers MSME, gold loan and microfinance borrower-level rules and family-promoted NBFCs, the concurrent audit consultant in Mumbai guide covers large and Middle Layer NBFCs, housing finance companies and group structures at scale, the concurrent audit consultant in Bangalore guide covers digital lending and the 2026 cybersecurity directions, the concurrent audit consultant in Delhi guide covers KYC and anti-money-laundering, Core Investment Companies, co-lending and peer-to-peer platforms, the concurrent audit consultant in Chennai guide covers deposit-taking, vehicle finance conduct, securitisation and liquidity, and the concurrent audit consultant in Hyderabad guide covers microfinance category tests, fraud risk management and credit bureau reporting.

12. Frequently Asked Questions

Is a Kolkata investment company that only holds group shares and lends to group companies an NBFC?
It is treated as an NBFC if its financial assets exceed 50 percent of total assets net of intangibles and its income from financial assets exceeds 50 percent of gross income, both tests being satisfied, under paragraph 38 of the Registration, Exemptions and Scale Based Regulation Directions, 2025. Whether it must register is then a separate question, answered by the 2026 Type I framework and, for group holding structures, by the Core Investment Company rules covered in the firm’s Delhi guide.

What changed on 1 July 2026 for companies with no public funds and no customer interface?
The Amendment Directions, 2026 inserted paragraph 65A, exempting an NBFC that operates without public funds and without customer interface as its long-term business model, with assets below ₹1,000 crore, from Sections 45-IA and 45-IC of the RBI Act, subject to an annual Board resolution and a disclosure in the notes to accounts. Registered companies that qualify may apply for deregistration until 31 December 2026, and the statutory auditor must report any breach of the conditions to RBI.

Does selling 26 percent of an NBFC’s shares need RBI’s approval?
Yes. Under the Acquisition of Shareholding or Control Directions, 2025, any change in shareholding that would result in the acquisition or transfer of 26 percent or more of the paid-up equity capital, and any takeover or acquisition of control, requires RBI’s prior written permission, followed by a public notice at least 30 days before the transfer.

Which returns does a small Base Layer NBFC in Kolkata file on CIMS?
At a minimum the quarterly DNBS02, the quarterly DNBS13 on overseas investments, filed as a NIL return where there are none, and the annual DNBS10 Statutory Auditor Certificate. Liquidity returns apply from ₹100 crore of assets and CRILC returns from ₹500 crore, under the Filing of Supervisory Returns Directions, 2024.

On what grounds can RBI cancel a Certificate of Registration?
Section 45-IA(6) of the RBI Act, 1934 lists them: ceasing to carry on the business of a non-banking financial institution, failing a condition of the registration, failing the conditions in clauses (d) to (g) of sub-section (4) on capital structure, earning prospects and the public interest, failing to comply with RBI’s directions, failing to keep accounts or produce books for inspection, and being under a deposit prohibition order for three months or more, in each case after a reasonable opportunity of being heard.

Who signs the DNBS10 certificate, the concurrent auditor or the statutory auditor?
The statutory auditor. The concurrent auditor prepares the quarterly principal-business and compliance files the certificate rests on, and under the Statutory Audit Directions, 2026 the two roles cannot be held by the same firm.

Does RBI’s Kolkata office supervise NBFCs registered in Sikkim and the Andaman and Nicobar Islands?
Yes. RBI’s chart of regional offices for NBFC matters places the State of Sikkim and West Bengal and the Union Territory of Andaman and Nicobar Islands under its Kolkata office at 15, Netaji Subhas Road.

Speak to Us

Marcken Consulting LLP offers a no-charge 30-minute consultation to discuss your Kolkata NBFC’s concurrent audit scope, principal business position, shareholding changes and CIMS reporting.

Marcken Consulting LLP | CA Murli Chandak, IBBI-Registered Valuer (Securities or Financial Assets)
Website: marckenconsulting.com
Phone: +91 99980 59923 / +91 99985 39902
Email: crm@marckenconsulting.com

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Regulatory positions in this guide are as published by the Reserve Bank of India as at October 2026 and are confirmed at the start of each engagement. The West Bengal counts for RBI’s cancellation releases of 14 May 2026 and 10 June 2026 are as reported in the press; RBI’s releases list the companies without a state-wise total. This guide is general information, not legal, regulatory or investment advice.