HomeCirculars › RBI/2009-10/147

RBI Allows Call and Step-Up Options on Tier II Bonds

No longer current — withdrawn, no replacement on file yet
Source: Reserve Bank of India · RBI/2009-10/147 · issued 07 Sep 2009 · ~2 min read
Quick answerRBI now permits banks to issue subordinated debt for Tier II capital with call and step-up options, aligning with international practices. Call options require RBI approval and can be exercised after five years. Step-up is limited to 50 bps, exercisable once with the call.

What changed

Previously, banks could only issue lower Tier II subordinated bonds without special features like call or step-up options. Now, RBI has decided to allow these features, subject to strict conditions outlined in the annex. The change aims to align with international practices.

What it means for you

Banks can now structure Tier II capital instruments more flexibly, potentially attracting investors with call and step-up features. However, strict compliance with RBI conditions is mandatory, including prior approval for call options and a 50 bps cap on step-ups. This may improve capital raising efficiency but requires careful planning.

Historical instruction — do not use for current compliance. This is what was required at the time; it no longer reflects current RBI requirements. If no replacement rule is linked above, that only means none is recorded on our register yet — it does not prove no later applicable rule exists. Confirm on the official RBI source below.

What banks were required to do at the time

Who it affects

All commercial banks excluding Regional Rural Banks (RRBs) and foreign banks operating in India (as they are not permitted to raise rupee Tier II subordinated debt), Treasury and capital management teams, Compliance and risk management departments

❓ Common questions

Regulatory timeline

Built from our lineage records — each fact carries its provenance; missing history simply is not shown (never guessed).

Can we issue subordinated debt with a put option?

No, put options are not permitted. Only call options are allowed, and they can be exercised only after five years with prior RBI approval.

What is the maximum step-up allowed on these bonds?

The step-up cannot exceed 50 basis points (bps) and can be exercised only once during the life of the instrument, in conjunction with a call option after five years.

Are foreign banks operating in India allowed to raise rupee Tier II subordinated debt?

No, foreign banks operating in India are not permitted to raise rupee Tier II subordinated debt under this circular.

📜 This document’s life story (1 recorded event, each backed by RBI’s own words)
Repealed by RBI/2025-26/100 — Consolidation of Regulations — Withdrawal of circulars (28 Nov 2025)
RBI’s words: “Official withdrawal register entry #1822: DBOD.No.BP.BC.38/21.01.002/2009-10 — "Issue of Subordinated Debt for Raising Tier II Capital" dated September 7, 2009”
📜 Read the original circular — full text as issued by RBI
Notifications - Reserve Bank of India Skip to main content Selected Selected Change Language हिंदी Search the Website Search Home About Us ▼ About Us Organisation & Functions ▶ Organisation Structure Departments Offices Training Establishment ▶ College of Agricultural Banking Reserve Bank Staff College College of Supervisors RBI's Functions and Working Governors Deputy Governors Executive Directors Communication Policy of RBI Sources of Information ▶ Annual Publications Half-yearly Publications Quarterly Publications Monthly Publications Weekly Publications Occasional Publications SDDS NSDP Data Releases Publications available on Subscription General Information RBI History Museum ▶ The RBI Museum RBI Monetary Museum Notification ▼ Notifications Master Directions Master Circulars Amendment Directions Draft Notifications/Guidelines ▶ Draft Notifications/Guidelines Draft Directions (RE-wise) Index To RBI Circulars Standalone Circulars Circulars Withdrawn Press Releases Speeches & Media Interactions ▼ Speeches Media Interactions Memorial Lectures Podcasts Publications ▼ Biennial Annual Half-Yearly Quarterly Bi-monthly Monthly Weekly Occasional Reports Working Papers Legal Framework ▼ Act Rules Regulations Schemes Research ▼ External Research Schemes RBI Occasional Papers Working Papers RBI Bulletin History DRG Studies KLEMS State Statistics and Finances Statistics ▼ Data Releases Database on Indian Economy Public Debt Statistics Regulatory Reporting ▼ List of Returns Data Definition Validation rules/ Taxonomy List of RBI Reporting Portals FAQs of RBI Reporting Portals Home Notifications Notifications ( 529 kb ) Issue of Subordinated Debt for Raising Tier II Capital RBI/2009-10/147 DBOD.No.BP.BC. 38 /21.01.002/2009-10 September 7, 2009 All commercial banks (excluding RRBs) Dear Sir, Issue of Subordinated Debt for Raising Tier II Capital Please refer to our circulars DBOD.No.BP.BC.5/21.01.002/99 dated February 8, 1999 on the issue of Subordinated Debt for raising Tier II Capital, Annex-5 of the Master Circular DBOD. No. BP.BC.6/21.01.002/2009-10 dated July 1, 2009 on Prudential Norms on Capital Adequacy-Basel I Framework and Annex 6 of the Master Circular on Prudential Guidelines on Capital Adequacy and Market Discipline - Implementation of the New Capital Adequacy Framework (NCAF) DBOD.No. BP.BC. 21 /21.06.001/2009–10 dated July 1, 2009 on the captioned subject. 2. At present, banks are permitted to raise lower Tier II subordinated bonds without special features such as Call and Step up options. On a review of international practices in this regard, it has been decided to permit banks to issue subordinated debt as Tier II capital with call and step-up options. The terms and conditions are given in the Annex . Banks should ensure that the terms and conditions are strictly adhered to. 3. Please acknowledge receipt. Yours faithfully, (B.Mahapatra) Chief General Manager Annex Issue of unsecured bonds as subordinated debt by banks for raising Tier-II capital Rupee subordinated debt Foreign banks operating in India are not permitted to raise Rupee Tier II subordinated debt in India. 1 . Terms of issue of bond To be eligible for inclusion in Tier – II Capital, terms of issue of the bonds as subordinated debt instruments should be in conformity with the following : (a) Amount The amount of subordinated debt to be raised may be decided by the Board of Directors of the bank. (b) Maturity period (i) Subordinated debt instruments with an initial maturity period of less than 5 years, or with a remaining maturity of one year should not be included as part of Tier-II Capital. They should be subjected to progressive discount as they approach maturity at the rates shown below: Remaining maturity of the instruments Rate of discount a) Less than One year 100% b) More than One year and less than Two years 80% c) More than Two years and less than Three years 60% d) More than three years and less than Four Years 40% e) More than Four years and less than Five years 20% (ii) The bonds should have a minimum maturity of 5 years. However if the bonds are issued in the last quarter of the year i.e. from 1st January to 31st March, they should have a minimum tenure of sixty three months. (c) Rate of interest The coupon rate would be decided by the Board of Directors of banks. (d) Call Option Subordinated debt instruments shall not be issued with a 'put option'. However banks may issue the instruments with a call option subject to strict compliance with each of the following conditions: (i) Call option may be exercised after the instrument has run for at least five years ; and (ii) Call option shall be exercised only with the prior approval of RBI (Department of Banking Operations & Development). While considering the proposals received from banks for exercising the call option the RBI would, among other things, take into consideration the bank's CRAR position both at the time of exercise of the call option and after exercise of the call option. (e) Step-up Option The issuing bank may have a step-up option which may be exercised only once during the whole life of the instrument, in conjunction with the call option, after the lapse of five years from the date of issue. The step-up shall not be more than 50 bps. The limits on step-up apply to the all-in cost of the debt to the issuing banks (f) Other conditions (i) The instruments should be fully paid-up, unsecured, subordinated to the claims of other creditors, free of restrictive clauses and should not be redeemable at the initiative of the holder or without the consent of the Reserve Bank of India. (ii) Necessary permission from Exchange Control Department should be obtained for issuing the instruments to NRIs/OCBs/FIIs. (iii) Banks should comply with the terms and conditions, if any, set by SEBI/other regulatory authorities in regard to issue of the instruments. (g) Banks should indicate the amount of subordinated debt raised as Tier II capital by way of explanatory notes/ remarks in the Balance Sheet as well as in Schedule 5 to the Balance Sheet under ‘Other Liabilities & Provisions'. 2. Inclusion in Tier II capital Subordinated debt instruments will be limited to 50 per cent of Tier-I Capital of the bank. These instruments, together with other components of Tier II capital, should not exceed 100% of Tier I capital. 3. Grant of advances against bonds Banks should not grant advances against the security of their own bonds. 4. Compliance with Reserve Requirements The total amount of Subordinated Debt raised by the bank has to be reckoned as liability for the calculation of net demand and time liabilities for the purpose of reserve requirements and, as such, will attract CRR/SLR requirements. 5. Treatment of Investment in subordinated debt Investments by banks in subordinated debt of other banks will be assigned 100% risk weight for capital adequacy purpose. Also, the bank's aggregate investment in Tier II bonds issued by other banks and financial institutions shall be within the overall ceiling of 10 percent of the investing bank's total capital. The capital for this purpose will be the same as that reckoned for the purpose of capital adequacy. 6. Subordinated Debt in foreign currency raised by Indian banks Banks may take approval of RBI on a case-by-case basis . 7. Reporting Requirements The banks should submit a report to Reserve Bank of India giving details of the capital raised, such as, amount raised, maturity of the instrument, rate of interest together with a copy of the offer document soon after the issue is completed. 2026 All Months January February March April May June July August September October November December 2025 All Months January February March April May June July August September October November December 2024 All Months January February March April May June July August September October November December 2023 All Months January February March April May June July August September October November December 2022 All Months January February March April May June July August September October November December 2021 All Months January February March April May June July August September October November December 2020 All Months January February March April May June July August September October November December 2019 All Months January February March April May June July August September October November December 2018 All Months January February March April May June July August September October November December 2017 All Months January February March April May June July August September October November December Archives 2016 All Months January February March April May June July August September October November December 2015 All Months January February March April May June July August September October November December 2014 All Months January February March April May June July August September October November December 2013 All Months January February March April May June July August September October November December 2012 All Months January February March April May June July August September October November December 2011 All Months January February March April May June July August September October November December 2010 All Months January February March April May June July August September October November December 2009 All Months January February March April May June July August September October November December 2008 All Months January February March April May June July August September October November December 2007 All Months January February March April May June July August September October November December 2006 All Months January February March April May June July August September October November December 2005 All Months January February March April May June July August September October November December 2004 All Months January February March April May June July August September October November December 2003 All Months January February March April May June July August September October November December 2002 All Months January February March April May June July August September October November December 2001 All Months January February March April May June July August September October November December 2000 All Months January February March April May June July August September October November December 1999 All Months January February March April May June July August September October November December 1998 All Months January February March April May June July August September October November December 1997 All Months January February March April May June July August September October November December 1996 All Months January February March April May June July August September October November December 1995 All Months January February March April May June July August September October November December 1994 All Months January February March April May June July August September October November December 1993 All Months January February March April May June July August September October November December 1992 All Months January February March April May June July August September October November December 1991 All Months January February March April May June July August September October November December Top Back to previous page More Links : Bank Holidays Banking Glossary Citizen's Charter Complaints Contact Us COVID-19 Measures E-LMS Events FAQs Financial Education Forms IFSC/MICR Codes Important Websites Opportunities @ RBI RBI Clarifications RBI Kehta Hai RBI’s Vision and Values (1257 kb)--> Right to Information Act Tenders Follow RBI RSS Twitter YouTube Instagram Facebook LinkedIn © Reserve Bank of India. 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Reproduced for reference with acknowledgment — Source: Reserve Bank of India · RBI/2009-10/147 · issued 07 Sep 2009. The plain-English explanation above is BankPulse’s own independent summary.
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