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Home / Company Law & Secretarial Services / Issue of Debentures
Last updated: 2 October 2026
Debentures let a company raise debt from investors on agreed terms, secured or unsecured, and optionally convertible. Our team structures the issue under the Companies Act, prepares approvals and documents, and handles charge creation and filings.
Debentures are issued under section 71 of the Companies Act, 2013 and Rule 18 of the Share Capital and Debentures Rules. For most private and unlisted companies:
Money raised by debentures from outside the permitted categories can fall within the deposit rules, so structuring matters.
Based on sections 42 and 71 of the Companies Act, 2013 and Rule 18 of the Companies (Share Capital and Debentures) Rules, 2014. Last updated: 27 September 2026.
Provision for debentures
Form to register a charge for debentures
Above this, a debenture trustee is needed
For unlisted companies other than NBFCs and HFCs
Amount maturing in the year to be invested or deposited
General maximum tenure of secured debentures
Mistakes can turn debentures into unlawful deposits.
Secured debentures issued without a proper charge.
Unlisted companies do not create the reserve or deposit.
Offer and allotment steps skipped.
Other funding options.
Equity private placement.
Deposits and loans.
Investor rounds.
Register of debenture holders.
Instrument type, security and tenure agreed.
Board and special resolutions passed.
Offer letter issued and money received.
Debentures allotted and PAS-3 filed.
Charge created and CHG-9 filed for secured debentures.
DRR, interest and redemption dates tracked.
Debentures need attention for their whole life.
Paid on due dates as per the terms.
Maintained where applicable until redemption.
Debentures redeemed on maturity or converted as agreed.
Charge satisfaction filed with the ROC after redemption.
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Yes, usually by private placement, following section 42 and section 71.
For unlisted companies other than NBFCs and housing finance companies, a DRR of 10% of outstanding debentures is required.
Where debentures are offered to the public or to more than 500 persons.
By creating a charge and filing Form CHG-9 with the ROC.
Yes, if the terms allow and shareholders approve by special resolution.
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This work is handled by Expertvuw’s team, with filings made on the MCA portal. Certifications and audits required by law are issued by independent practising professionals engaged for your case.