Consultation Paper on the Draft Circular titled “Framework for Leasing Activity in International Financial Services Centre"

e-file No. IFSCA-FCR0FCR/11/2026-Banking August 13, 2026 Consultation Paper on the Draft Circular titled “Framework for Leasing Activity in the International Financial Services Centre”

1. Objective The objective of this consultation paper is to seek comments/views/suggestions from the public on the proposed draft circular titled “Framework for Leasing Activity in IFSC”.

2. Background Based on several industry interactions and the need for enabling additional products or equipment eligible for leasing in the International Financial Services Centre (IFSC), the International Financial Services Centres Authority (IFSCA) is of the view that a consolidated leasing framework, rather than separate individual frameworks for each product or equipment, would provide greater clarity and provide the ease of doing business for entities.

3. Overview of the Proposed Framework

3.1. With the above background and objective, the following existing frameworks are proposed

to be merged into the new consolidated framework:

(i) Framework for Aircraft Lease

(ii) Framework for Ship Leasing

3.2. Furthermore, the consolidated framework introduces the following additions to the leasing

ecosystem of IFSC:

(i) Enablement of Oilfield Equipment Leasing.

(ii) Enablement of SPV Structure: Enabling Special Purpose Vehicle (SPV) structure for creating leasing structures in IFSC to hold specific assets.

3.3. The directions as applicable for leasing various products are brought together under one consolidated framework. The key features of the proposed consolidated framework are

as follows:

(i) The eligible product/equipment proposed to be permitted for leasing from IFSC have been specified in a separate Annex to the framework. This approach will facilitate the addition of new product/equipment in future without requiring amendments to the entire framework or issuance of a new framework.

Page 1 of 25(ii) The framework consolidates the permissible activities that may be undertaken by a lessor, irrespective of the type of eligible product/equipment being leased. It also incorporates asset-specific requirements, including compliance with the Cape Town Convention, the Merchant Shipping Act, 1958, and other applicable statutory and regulatory requirements, wherever relevant.

(iii) The framework introduces a dedicated chapter governing leasing activities undertaken through SPVs. It prescribes the eligibility conditions, governance framework, operational safeguards, manpower requirements, and compliance obligations applicable to SPVs established for undertaking the permissible activity as permitted under this Framework.

(iv) The framework incorporates the 'Fit and Proper' criteria as a separate Annex, providing a uniform and transparent framework for assessing the eligibility and suitability of the relevant persons associated with an applicant.

(v) The framework also incorporates various regulatory clarifications that have been sought by stakeholders from time to time, including those arising from comments received during the public consultation on the amendments to the IFSCA (Finance Company) Regulations, 2021, with a view to enhancing regulatory clarity and facilitating ease of doing business.

(vi) The framework contains a separate Annex listing the existing circulars that are proposed to be repealed upon the issuance of the consolidated framework, thereby replacing multiple circulars with a single, consolidated framework.

Proposed draft circular titled “Framework for Leasing Activity in International Financial Services Centre” is placed at Annexure.

4. Public Comments

4.1. Comments and suggestions from public are invited on the proposed draft circular as placed at Annexure.

4.2. General public and stakeholders are requested to forward their comments/suggestions through e-mail to Mr. Lobhas Prakash Khairnar, Assistant General Manager, IFSCA at lobhas.khairnar@ifsca.gov.in, Ms. Kashish Rohira, AM, IFSCA at kashish.rohira@ifsca.gov.in and Mr. Nishil Patel, Consultant, IFSCA at nishil.patel@govcontractor.nic.in on or before September 2, 2026 in the attached format.

The comments may be provided in MS Word or MS Excel format only.

4.3. Format for providing comments / suggestions:

Name, Designation of the Person Contact No.

Name of Organisation Sr. No. Para No. of the Sub-Para No. Comments/Suggestions Rationale Draft Circular of the Draft /Suggested

Circular Modifications Page 2 of 25Annexure DRAFT CIRCULAR To, All Finance Companies and Finance Units in the International Financial Services Centre Madam/ Sir,

Subject: Framework for leasing activity in the International Financial Services Centre.

1) Reference is drawn to the International Financial Services Centres Authority (Finance Company) Regulations, 2021 (hereinafter referred to as the “Finance Company Regulations”) which, inter alia, enable a Finance Company or Finance Unit in the International Financial Services Centre to undertake the permissible activities of financial lease or operating lease, or both, as specified under sub-clause (a) of clause (ii), and sub- clause (g) of clause (iii), of sub-regulation (1) of regulation 5, respectively.

2) The permissible activities under the Finance Company Regulations, inter alia, include financial or operating lease of aircraft, ship, aviation training simulation device, oilfield equipment and such other equipment as may be specified by the International Financial Services Centres Authority (hereinafter referred to as “the Authority”).

3) To facilitate ease of doing business and to consolidate the regulatory framework governing leasing activities in the International Financial Services Centres, the Authority hereby issues “Framework for leasing activity in the International Financial Services Centres” (hereinafter referred to as “Framework”), by way of the present Circular.

4) On and from the date of issuance of this Framework, the subsidiary instructions listed out in the Annexure- I to this Framework shall stand superseded.

5) Notwithstanding such supersession, -

(a) anything done or any action taken or purported to have been done or taken under the superseded subsidiary instructions, prior to such supersession, shall be deemed to have been done or taken under the corresponding provisions of this Framework; and Page 3 of 25(b) any application made to the Authority under the superseded subsidiary instructions, prior to such supersession, and pending before it, shall be deemed to have been made under the corresponding provisions of this Framework.

6) Any reference to the superseded subsidiary instructions, listed out in the Annexure-I to this Framework, in other regulations or notifications or subsidiary instructions shall be construed as reference to this Framework.

7) This Circular is issued in exercise of powers conferred by section 12 of the International Financial Services Centres Authority Act, 2019, and shall come into force with immediate effect.

8) A copy of this Circular is available on the website of the International Financial Services Centres Authority at www.ifsca.gov.in/circular.

Yours Faithfully, Riddhi Bhandari (Chief General Manager) (Department of Banking Regulations)

Encl: Framework for leasing activities in International Financial Services Centers Page 4 of 25Framework for leasing activities in International Financial Services Centers In exercise of powers conferred by section 12 of the International Financial Services Centres Authority Act, 2019, read with sub-regulation (1) of regulation 5 of the International Financial Services Centres Authority (Finance Company) Regulations, 2021.

CHAPTER I PRELIMINARY

1. Short title.

This Circular may be called the ‘Framework for leasing activity in the International Financial Services Centre.’

2. Applicability.

This Framework shall apply to:

(a) an entity desirous of seeking registration as a Finance Company or Finance Unit for undertaking leasing activity in the International Financial Services Centre; and

(b) all existing entities registered as a Finance Company or Finance Unit undertaking leasing activity in the International Financial Services Centre.

3. Definitions.

(1) In this Framework, unless the context otherwise requires, -

(a) “Act” means the International Financial Services Centres Authority Act, 2019 (50 of 2019);

(b) “Aircraft Ground Support Equipment” shall have the same meaning as assigned to it in the Gazette Notification number IFSCA/2022-23/GN/023 dated April 12, 2022, issued by the Authority;

(c) “Authority” means the International Financial Services Centres Authority established under sub-section (1) of Section 4 of the Act;

Page 5 of 25(d) “Beneficial Owner” shall have the same meaning as defined under clause (fa) of sub-section (1) of section 2 of Prevention of Money Laundering Act, 2002 (No.15 of 2003);

(e) “Board” means a ‘Board’ as defined under the Companies Act, 2013 (No. 18 of

2013) or a body discharging equivalent functions, by whatever name called;

(f) "Eligible product(s) or equipment" refers to the product(s) or equipment specified in Annexure II to this Framework, and shall include such other product or equipment notified as such by the Authority from time to time;

(g) “Finance Company” shall have the same meaning as assigned to it in clause (e) of sub-regulation (1) of regulation 2 of the Finance Company Regulations;

(h) “Finance Unit” shall have the same meaning as assigned to it in clause (f) of sub- regulation (1) of regulation 2 of the Finance Company Regulations;

(i) “Financial lease” means the leasing activity such that it substantially transfers all the risks and rewards incidental to the ownership of the Eligible products or equipment involved, in accordance with the Indian Accounting Standards (Ind AS

116) on leases;

(j) “Group Entities” means an arrangement involving two or more entities related to

each other through any of the following relationships:

(i) subsidiary – parent (as defined in Ind-AS 110/Accounting Standard 21);

(ii) joint venture (as defined in Ind-AS 28/Accounting Standard 27);

(iii)associate (as defined in Ind-AS 28/Accounting Standard 23);

(iv) related party (as defined in terms of Ind-AS 24/ Accounting Standard 18);

(v) common brand name; or

(vi) investment in equity shares of 20 per cent. or above;

(k) ‘‘Holding Company’’ means a Finance Company which carries on the business of acquiring equity shares or preference shares of its Group Entities or investing in the bonds, debentures, debt or loans of its Group Entities, or such other activity as permitted by the Authority;

Page 6 of 25(l) ‘‘Leasing’’ means financial lease or operating lease including hybrid of financial and operating lease undertaken in relation to the Eligible products or equipment;

(m) “Lessor” means an entity registered with the Authority as a Finance Company or Finance Unit to undertake the leasing activities under the Finance Company Regulations;

(n) “Ocean vessel” shall include every description of watercraft used or capable of being used in the marine environment, such as ship, boat, sailing vessel, fishing vessel, submersible, semi-submersible, hydrofoils, non-displacement crafts, amphibious crafts, wing-in-ground crafts, pleasure crafts, barges, lighters, mobile offshore drilling units, mobile offshore units, or of any other description, or any part thereof, and shall include inland water vessels and coasting vessels, but does not include fishing or sailing watercraft;

(o) "Oilfield" shall have the same meaning as assigned to it in clause (e) of section 3 of the Oilfields (Regulation and Development) Act, 1948 (No.53 of 1948);

(p) “Oilfield Equipment” means the goods, used in connection with an oilfield, as specified in the list annexed to the table provided in the Notification No. 3/2017- Central Tax (Rate), dated the June 28, 2017, issued by the Government of India, published in the Gazette of India, Extraordinary, Part II, section 3, sub-section (i), under G.S.R. 675(E);

(q) “Operating lease” shall mean the leasing activity such that it does not substantially transfer all the risks and rewards incidental to the ownership of the Eligible products or equipment involved, in accordance with the Indian Accounting Standards (Ind AS 116) on leases;

(r) “Owned Fund” shall have the same meaning as assigned to it in clause (i) of sub- regulation (1) of regulation 2 of the Finance Company Regulations;

(s) “Ship” shall include any watercraft used or capable of being used in navigation by its own propulsion in, above, or under, the water but does not include fishing or sailing watercraft;

(t) “Single Window IT System” refers to an online platform designed, inter alia, to facilitate the processing of applications submitted by the applicant for obtaining registration from the Authority;

Page 7 of 25(u) “Special Purpose Vehicle” means a Finance Company incorporated or administered or both, by a Trust and Company Service Provider, in such manner as may be specified by the Authority, for undertaking permissible activities;

(v) “Specified foreign currency” means the currency specified in the First Schedule of the International Financial Services Centres Authority (Banking) Regulations, 2020, as amended from time to time; and

(w) “Trust and Company Service Provider” shall have the same meaning as assigned to it in International Financial Services Centres Authority (TechFin and Ancillary Services) Regulations, 2025.

(2) Words and expressions used and not defined in the Framework, but defined in the Act or Companies Act, 2013, or any rules or regulations made thereunder, shall have the same meanings respectively assigned to them under those Acts, rules or regulations or any statutory modification or re-enactment thereto, as the case may be.

CHAPTER II REGISTRATION

4. Eligibility for an applicant.

An entity desirous of obtaining certificate of registration from the Authority as a Finance Company or Finance Unit, as the case may be, for undertaking leasing activities (hereinafter referred to as “the applicant”) shall, at the time of submitting the application, meet the following conditions, namely:

(a) it shall set up necessary infrastructure in International Financial Services Centre including adequate office space, equipment, and communication facilities to undertake the leasing activities;

(b) it shall undertake to employ at least two qualified personnel, based in International Financial Services Centre, to undertake the leasing activities before commencement of operations;

(c) it shall demonstrate the ability to meet the Owned Fund requirement, as specified under clause 7 of the Framework, to the satisfaction of the Authority;

Page 8 of 25(d) the applicant, its promoter and the Beneficial Owner shall be from a jurisdiction which has not been identified in the public statement of Financial Action Task Force (FATF) as “High-Risk Jurisdictions subject to call for action”.

Explanation .- For removal of doubts, it is clarified that where an applicant is a Limited Liability Partnership or a Trust, each partner or trustees, as the case may be, shall also satisfy the condition specified in this sub-clause;

(e) the applicant, its key managerial personnel and persons exercising control over the applicant (hereinafter collectively referred to as “relevant persons”) shall satisfy the ‘fit and proper’ requirements specified in this Framework;

(f) it has not been refused a license or registration or recognition or authorisation by the Authority within one year immediately preceding the date of application.

5. Legal form.

The applicant shall be an entity incorporated as a company in the International Financial Services Centre, or a branch of a company incorporated outside International Financial Services Centre, or in any other form as may be permitted by the Authority;

Provided that an applicant may also be in the form of a Limited Liability Partnership or Trust, if it intends to undertake leasing activities, other than Financial Lease.

6. Procedure for making application.

(1) No person shall act as Lessor unless it has obtained a certificate of registration from the Authority as a Finance Company or Finance Unit, as the case may be, under the Finance Company Regulations.

(2) An applicant shall submit an application form through Single Window IT System (https://swit.ifsca.gov.in/), accompanied by the applicable application fees and such documents as specified by the Authority;

Provided that an applicant seeking to operate in the form of a Special Purpose Vehicle for undertaking leasing activities, as specified in clause 11(1)(b) of this Framework, shall apply through the simplified application form as specified by the Authority.

Page 9 of 25(3) The Lessor intending to set up an entity for the purpose of holding each asset separately shall obtain a separate registration under regulation 5(1)(iii)(m) of Finance Company Regulations;

Provided that where the Lessor intends to set up an entity in the form of Special Purpose Vehicle, the requirement for separate registration shall not apply.

(4) An existing Lessor desirous of undertaking leasing activities in respect of other Eligible products/ equipment, shall apply separately for registration under the Finance Company Regulations.

(5) The application filed under clauses (1), (2) and (3) above shall be processed in accordance with the procedure specified under the Finance Company Regulations.

7. Owned Fund and additional capital requirements.

The Lessor undertaking Operating Lease or Financial Lease (including undertaking Financial Lease through an SPV) shall maintain minimum Owned Fund as specified under the Schedule of the Finance Company Regulations;

Provided that the Authority may specify maintenance of additional capital, as a risk management measure, based on the nature and scale of business.

8. Grant of provisional registration, registration and cancellation of registration.

The procedure for seeking provisional registration, registration and cancellation of registration shall be in accordance with the Finance Company Regulations.

9. Commencement of operations.

(1) The Lessor shall commence its operations within six (6) months from the date of the issuance of the certificate of registration;

Provided that the Authority may, upon an application made at least two months before the expiry of the aforesaid period and accompanied by a resolution of the Board of the Lessor, grant an extension of time for commencement of operations.

(2) Any application under sub-clause (1) shall, inter alia, include reasons and duration of such extension sought, measures undertaken to mitigate the delay in commencement, and such other information as the Lessor considers relevant for such request.

Page 10 of 25(3) Upon receipt of an application under sub-clause (1), the Authority may extend the period for commencement of operations by further period, as it deems fit, not exceeding three (3) months.

10. Fit and proper requirement.

(1) The Lessor shall establish effective systems and controls to ensure that every member of its Board meets the ‘fit and proper’ criteria specified in Annexure III to this Framework.

(2) The Lessor shall carry out due diligence of its Board members at the time of appointment and at least annually thereafter to assess their suitability for appointment or continuation on the Board.

(3) The Lessor shall obtain, in the format specified in Annexure IV (Information on Management), the necessary information and declarations from the proposed or existing director (s) or equivalent persons at the time of appointment, and annually thereafter.

(4) The Lessor shall obtain, on an annual basis, a declaration from every member of its Board disclosing any material change in the information previously furnished or, where there is no such change, confirming that no material change has occurred.

(5) The Lessor shall have a Board approved mechanism to scrutinise the results of the due diligence process and the information and declarations furnished by the proposed or existing director (s), or equivalent persons by whatever name called, and basis the same, determine their suitability for appointment and continuation, as the case may be.

(6) The Lessor shall ensure that the declarations obtained under sub-clause (4) are certified by its auditor for onward submission to the Authority, within 30 days from the end of the financial year.

(7) The Special Purpose Vehicle shall be exempt from the requirements of sub-clauses (5) and

(6) above, but shall comply with the fit and proper requirements specified under this Framework;

Provided that where the principal officer, compliance officer, directors, partners, designated partners, controlling shareholders or equivalent persons, by whatever name called, of the Special Purpose Vehicle are same as that of the Trust and Company Service Provider, the fit and proper requirements shall be deemed to have been satisfied in respect of such common individuals.

Page 11 of 25CHAPTER III PERMISSIBLE ACTIVITIES, TRANSFER OF ASSETS RESTRICTIONS AND OTHER PRUDENTIAL REQUIREMENTS

11. Permissible activities.

(1) The Lessor may undertake the following activities in respect of Eligible products or

equipment specified in Annexure II to this Framework:

(a) Operating Lease; or

(b) Financial Lease, including hybrid of operating and financial lease.

Provided that an applicant proposing to undertake both Operating Lease and Financial Lease activities shall obtain separate registration for each such activity and pay applicable fees for each such registration separately.

(2) The Lessor undertaking Operating Lease or Financial Lease, or both may engage in

incidental activities including:

(a) voyage charters, contract of affreightments, employment in shipping pools and all other legal commercial transactions for employment of Ships.

Explanation. – The Lessor undertaking Ship or Ocean Vessel leasing shall be eligible to undertake these activities only in respect of a Ship or Ocean Vessel over which such Lessor holds absolute ownership interest or a leasehold interest;

(b) sale and lease back, purchase, novation, transfer, assignment, and such other similar transactions in relation to above permitted activities, subject to such restriction as specified in clause 12 on Transfer of assets restrictions of this Framework;

(c) any other related activity with the prior approval of the Authority.

(3) The Lessor intending to undertake any other activity permissible in the International Financial Services Centre shall obtain separate registration under the relevant regulations or framework(s).

12. Restriction on transfer of assets.

No Lessor shall acquire (whether purchase, lease or otherwise) any Eligible product or equipment from a person resident in India, where, following such acquisition, the Eligible Page 12 of 25product or equipment is intended to be operated solely for providing services to, or used solely by, a person resident in India in a single financial year;

Provided that this restriction shall not apply to an acquisition of Eligible product or

equipment:

(a) from a person other than the Group Entity of the Lessor;

(b) that forms part of a sale and lease back arrangement in respect of such Eligible product or equipment being imported into India for the first time;

(c) from the manufacturer of such Eligible product or equipment in India; or

(d) for the purpose of entering into a new leasehold right arrangement with a person resident outside India, for providing services to a person resident in India.

Explanation . - For the purposes of this clause, the terms ‘person resident in India’ and ‘person resident outside India’ shall have the same meaning as assigned to them in clause

(v) and (w) of Section 2, respectively, of the Foreign Exchange Management Act, 1999 (42 of 1999).

13. Prudential and other requirements.

(1) The leasing activity specified in clause 11(1)(b) shall be treated as a core activity under the Finance Company Regulations.

(2) The Lessor undertaking leasing activity specified in clause 11(1)(b) shall comply with the requirements specified under regulation 4 (applicable prudential requirements), regulation 7 (Know Your Customer and Anti-Money Laundering) and regulation 8 (Corporate Governance and Disclosure requirements) of the Finance Company Regulations, as per item no. 2 of the Schedule thereto;

Provided that the Lessor established as a Special Purpose Vehicle for undertaking the leasing activity specified in clause 11(1)(b) shall comply with the requirements of the Finance Company Regulations, as per item 4 of the Schedule thereto.

Page 13 of 25CHAPTER IV REQUIREMENTS FOR A SPECIAL PURPOSE VEHICLE

14. Requirements applicable for a Special Purpose Vehicle.

In addition to the applicable requirements under this Framework, the Lessor established as

Special Purpose Vehicle shall also adhere to the following:

(a) it shall not undertake any other independent commercial activity(ies);

(b) it may be permitted to hold more than one Eligible product or equipment;

(c) it shall hold only such Eligible product or equipment where the acquisition cost of each such product or equipment is USD 10 million or above.

Explanation. - For the purpose of determining the acquisition cost, the value on the date of first acquisition or the date on which a contract in relation to such Eligible product or equipment is first entered into by the Lessor shall be considered;

(d) it shall have an arrangement with a Trust and Company Service Provider to ensure compliance with applicable regulatory and other requirements, and shall designate a clearly identifiable person responsible for such compliance;

(e) it shall have at least one director or equivalent level individual or officer who is stationed in International Financial Services Centre;

(f) it shall have a minimum two employees who shall be responsible for the compliance with clause 17 (1) of this Framework and other business operations;

(g) it shall be an independent entity separate from its originator;

(h) it shall have at least one independent director(s) or equivalent person(s);

(i) it shall maintain governance, operational continuity, and structural safeguards commensurate with the nature of the transaction.

Page 14 of 25CHAPTER V GENERAL CONDITIONS

15. Currency of operations.

(1) The Lessor may open a Special Non-Resident Rupee account with an authorised dealer in India (outside International Financial Services Centre) under Schedule 4 of the Foreign Exchange Management (Deposit) Regulations, 2016, for its business-related transactions outside International Financial Services Centre.

(2) The Lessor may raise invoice for the leasing activities under this Framework in any foreign currency specified in the first schedule to the International Financial Services Centre Authority (Banking Regulations), 2020, and receive payment against such invoice in its foreign currency account held with an International Financial Services Centre Banking Unit.

(3) The Lessor may raise invoice in Indian Rupee (INR) in case the leasing activity is provided to a person resident in India and receive payment for the same in an Special Non-Resident Rupee account and such credit to the Special Non-Resident Rupee account shall be remitted to the foreign currency account of the Lessor held with an International Financial Services Centre Banking Unit in a specified foreign currency within a period of thirty (30) working days from the date of its receipt in the Special Non-Resident Rupee account:

Provided that the requirement of remittance shall not be applicable on amounts credited to such Special Non-Resident Rupee account by the Lessor for meeting administrative expenses.

Explanation. - For removal of doubts, it is clarified that a transaction undertaken in International Financial Services Centre, that is denominated in a currency other than a Specified Foreign Currency but settled in any Specified Foreign Currency, shall be deemed to satisfy the requirement of sub-clause (1) above.

16. Utilisation of office space, or manpower, or both.

(1) The Lessor shall comply with the terms and conditions governing the utilisation of office space, or manpower, or both (hereinafter referred to as “resource”) with the proposed entity in accordance with the Special Economic Zones Rules, 2006.

Page 15 of 25(2) The Lessor shall obtain prior approval from the Authority for utilisation of resource in accordance with Rule 21B of the Special Economic Zones Rules, 2006.

(3) The approval of the Authority for utilisation of resource shall be subject to fulfillment of

the following conditions by the Lessor:

(a) it shall provide a declaration as to whether it has commenced the permitted activities as per the certificate of registration or the date by which it intends to commence the permitted activities;

(b) it shall provide a declaration on behalf of the proposed entity confirming that its line of business would be within the scope of the leasing activities as defined under this Framework; and

(c) the proposed entity shall qualify as Group Entity of either the Lessor or that of its parent entity.

(4) The application for sharing of resource shall be made by the Lessor prior to the incorporation of the proposed entity in the International Financial Services Centre in the format as specified by the Authority and shall be accompanied by a one-time fee of USD

2500.

17. Compliance with other requirements.

(1) The Lessor shall comply with the ‘International Financial Services Centres Authority (Anti Money Laundering, Counter- Terrorist Financing and Know Your Customer) Guidelines, 2022, dated October 28, 2022.

(2) The Lessor shall deploy manpower and infrastructure commensurate with its business operations.

(3) The Lessor undertaking leasing activities, with respect to item (i) of the Eligible product or equipment as per Annexure II, shall comply with the applicable laws including Protection of Interests in Aircraft Objects Act, 2025, rules, regulations, notifications and circulars issued thereunder.

(4) The Lessor undertaking activities, with respect to item (iv) of the Eligible product or equipment as per Annexure II, shall comply with the applicable laws including the Merchant Shipping Act, 2025 (“Shipping Act”), rules, regulations, notifications and circulars issued thereunder.

Page 16 of 2518. Fees.

The entity intending to undertake leasing activities or to utilise resource under this Framework shall comply with the provisions of the Fee Circular1 issued by the Authority. *** 1 Circular on ‘Fee structure for the entities undertaking or intending to undertake permissible activities in IFSC or persons seeking guidance under the Informal Guidance Scheme’ dated March 02, 2026 (No.

IFSCA-DTFA/1/2026), as amended from time to time.

Page 17 of 25Annexure I List of subsidiary instructions superseded (See Para 4 and Para 6 of the Circular) Sr. No. Circular No. Date 1 F. No. IFSCA-FCR0SL/25/2025-Banking/2026- April 22, 2026 27/01 2 F. No. 496/IFSCA/FC/SLF/2025-26/01 April 07, 2025 3 F. No. 172/IFSCA/Finance Company February 26, 2025 Regulations/2024-25/02 4 F. No. 172/IFSCA/Finance Company October 30, 2024 Regulations/2024-25/01 5 F. No. 496/IFSCA/FC/SLF/2024-25/003 October 04, 2024 6 F. No 496/IFSCA/FC/SLF/2024-25/02 May 08, 2024 7 F. No 496/ IFSCA/FC/SLF/2024-25/01 April 02, 2024 8 F. No. 172/IFSCA/Finance Company April 26, 2023 Regulations/2022-23/003 9 F. No. 535/IFSCA/FC/ALF/2023-24/02 April 18, 2023 10 F. No. 496/IFSCA/FC/SLF/2022-23/002 March 22, 2023 11 F. No. 496/IFSCA/FC/SLF/2022-23/001 August 16, 2022 12 F. No. 172/IFSCA/Finance Company May 18, 2022 Regulations/2022-23/01 13 F. No. 28/IFSCA/ALF/2020-21 February 19, 2021 Page 18 of 25Annexure II Eligible product(s) or equipment [refer item (f) of sub-clause (1) of clause 3. of the Framework]

(i) Aircraft or helicopter and engines of aircraft or helicopter or any other part thereof2;

(ii) Aircraft Ground Support Equipment3;

(iii) Aviation training simulation device4;

(iv) Ships or Ocean Vessel, engines of Ship or Ocean Vessel, or any other part thereof5;

(v) Oilfield Equipment6.

2 Notified vide Gazette Notification number S.O.3622 (E) dated October 16, 2020.

3 Notified vide Gazette Notification number IFSCA/2022-23/GN/023 dated April, 12, 2022 4 Notified vide Gazette Notification No. IFSCA/2022-23/GN/037- dated April 11, 2023.

5 Notified vide Gazette Notification number IFSCA/2021-22/GN/021dated January 07, 2022.

6 Notified vide Notification No. IFSCA/GN/2026/001 dated January 05, 2026.

Page 19 of 25Annexure III Fit and Proper criteria [refer clause 10(1)]

(1) The Lessor shall ensure, at all times, that the entity and its principal officer, compliance officer, directors, partners, designated partners, key managerial personnel, controlling shareholders, and such other equivalent persons by whatever name called, as applicable, are ‘fit and proper’ persons.

(2) For the purpose of determining as to whether a person is a ‘fit and proper’, the following

criteria shall be taken into account: -

(a) integrity, honesty, ethical behaviour, reputation, fairness and character of the person;

(b) person being subject to any of the following events:

(i) an order of restraint, prohibition or debarment has been passed against such person by the Authority or any other regulatory authority or enforcement agency in any matter concerning financial product(s) or financial service(s) or financial service markets, and such order is in force;

(ii) recovery proceedings have been initiated by the financial regulatory authority against such person and are pending;

(iii) an order of conviction has been passed against such person by a court for any economic offence or an offence of financial services market laws or any offence involving moral turpitude;

(iv) any other order against the person, which has a material bearing on the financial services market, has been passed by the Authority or any other regulatory authority, and a period of three years from the date of the order has not elapsed;

(v) an order for winding up has been passed against such person;

(vi) such person has been declared insolvent and not discharged;

(vii) such person has been found to be of unsound mind by a court of competent jurisdiction, and the finding is in force;

(viii) such person has been categorized as a wilful defaulter;

(ix) such person has been declared a fugitive economic offender; or

(x) any other disqualification as may be specified by the Authority from time to time.

Page 20 of 25Annexure IV Information on Management [refer clause 10(3)] Sr. No. Particulars Comments/Remarks 1 Whether any of the relevant person(s) or any of the entities associated with1 the relevant person(s) has been refused a License or Registration or Authorisation by the International Financial Services Centres Authority or any other regulatory authority, or their Registration/ Authorization/ License has been suspended at any time prior to submission of the application.

(If yes, provide details. If No, enclose a declaration to that effect).

1for this item, a person is said to be ‘associated with’ an entity, if he, or she, is or was a relevant person(s) of the entity 2 Whether the relevant person(s) or any of the companies or entities in which the relevant person(s) is or was associated with, is in default or have defaulted in the past in respect of credit facilities obtained from any entity or bank? (If yes, please furnish information about the default and the name of the lending institution) Page 21 of 253 Whether any of the relevant person(s) have been disqualified to act as promoter or director or key managerial personnel or equivalent position by whatever name called, under any law in any jurisdiction where the applicant entity or the Group Entities of the applicant are operating? If yes, please furnish details.

4 Name(s) of the companies, firms, partnership firms, in which any of the relevant person(s) hold substantial interest2 2 "Person who has a substantial interest in the company", in relation to a company, means a person who is the beneficial owner of shares, not being shares entitled to a fixed rate of dividend whether with or without a right to participate in profits, carrying not less than twenty per cent of the voting power 5 Whether the applicant or Group Entity or any of the relevant person(s) are/ were undergoing/ involved in any investigation/ disciplinary action/ legal or regulatory violations/ criminal case by any law enforcement or regulatory agencies? If yes, please furnish details.

6 Whether any order has been passed by any bankruptcy or resolution authority against any Page 22 of 25company or entity with which any of the relevant person(s) are/ were associated? If yes, please furnish details.

7 Whether any of the relevant person(s) have been convicted by a court for any offence involving moral turpitude or any economic offence or any offence against securities laws? If yes, please furnish details.

8 Whether a recovery proceeding has been initiated against any of the relevant person(s) by a financial regulatory authority and is pending? If yes, please furnish details.

9 Whether an order for winding up has been passed against any of the relevant person(s) for malfeasance? If yes, please furnish details.

10 Whether any regulatory authority or court has passed an order restraining, prohibiting or debarring any of the relevant person(s) from accessing or dealing in financial services market, where a period of five years from the date of the expiry of the period specified in such order has not elapsed? If yes, please furnish details.

Page 23 of 2511 Whether any other order against any of the relevant person(s), which has a bearing on the financial services market, has been passed by any regulatory authority, and a period of five years from the date of the order has not elapsed? If yes, please furnish details.

12 Whether any of the relevant person(s) i) have been declared insolvent and not discharged? If yes, please furnish details. ii) have been found to be of unsound mind by a court of competent jurisdiction and the finding is in force? If yes, please furnish details.

iii) are financially not sound or have been categorized as a wilful defaulter? If yes, please furnish details. iv) have been declared a fugitive economic offender? If yes, please furnish details.

Page 24 of 25We declare that all the relevant person(s) have a record of fairness and integrity, including but not limited to financial integrity, good reputation, character and honesty.

We undertake to notify the International Financial Services Centres Authority immediately of any material change in the information provided above, including but not limited to any proceedings or charges or investigations initiated, or any order passed against the applicant or any of its relevant persons.

(provide signature of

Signature:

Authorised signatory)

Name:

Date of Birth:

Nationality:

Designation Seal / Stamp Director Identification Number (DIN), if

applicable:

Business Address:

Residential Address:

Date: Place: *** Page 25 of 25