Current · Source: Reserve Bank of India · RBI/2012-13/114 · issued 05 Jul 2012 · ~2 min read
Quick answerRBI extends the buyback scheme for Foreign Currency Convertible Bonds (FCCBs) with a mandatory minimum discount of 5% on accreted value. Indian companies must seek RBI approval and complete buybacks by March 31, 2013. AD Category-I banks must report details via ECB-2 returns.
The rule, in the simplest words
Indian companies can buy back Foreign Currency Convertible Bonds (FCCBs) at a minimum discount of 5% on the accreted value
The buyback process must be completed by March 31, 2013, after which the scheme lapses
AD Category-I banks must ensure compliance with FEMA rules for any foreign currency borrowing used for buybacks and submit detailed reports to RBI
The buyback scheme is subject to RBI approval and companies must follow all terms and conditions stipulated in the circular
How it plays out — a real example
A forex & trade-finance officer in Indore is not directly involved in this process, but a foreign exchange manager at an AD Category-I bank in Mumbai would use this rule to advise corporate clients on the buyback scheme's terms, including the mandatory 5% discount on accreted value, and ensure any foreign currency borrowing for buyback complies with all FEMA regulations. The manager would also submit ECB-2 returns and a detailed buyback report to RBI via the designated AD Category-I bank. By doing so, the manager helps Indian companies reduce foreign currency liabilities and improve balance sheets.
What changed
The buyback scheme for FCCBs, previously covered under circulars from December 2008 and June 2011, has been continued with modifications. The key change is that buyback must now be at a minimum discount of 5% on the accreted value, and the entire process must be completed by March 31, 2013, after which the scheme lapses.
What it means for you
Indian companies can now buy back their FCCBs at a discount, reducing foreign currency liabilities and improving balance sheets. Banks acting as AD Category-I must ensure compliance with FEMA rules for any foreign currency borrowing used for buybacks and submit detailed reports to RBI. This provides a structured exit for FCCB holders while offering cost savings to issuers.
What you must do
Advise corporate clients on the buyback scheme's terms, including the mandatory 5% discount on accreted value.
Ensure any foreign currency borrowing for buyback complies with all FEMA regulations.
Submit ECB-2 returns and a detailed buyback report (outstanding amount, accreted value, rate, amount, funding source) to RBI via the designated AD Category-I bank.
Complete all buyback processes by March 31, 2013, as the scheme lapses thereafter.
Who it affects
Indian companies with outstanding FCCBs, AD Category-I banks handling FCCB transactions, FCCB investors and holders
❓ Common questions
What is the minimum discount required for FCCB buyback?
The buyback must be at a minimum discount of 5% on the accreted value of the FCCBs.
What reporting is required after completing the buyback?
Banks must submit ECB-2 returns and a detailed report to RBI including outstanding amount, accreted value, buyback rate, amount involved, and source of funds.
Is there a deadline for completing the buyback?
Yes, the entire buyback process must be completed by March 31, 2013, after which the scheme lapses.
📜 Read the original circular — full text as issued by RBI
RBI/2012-13/114
A. P. (DIR Series) Circular No. 1
July 5, 2012
To
All Category-I Authorised Dealer Banks
Madam / Sir,
Buyback / Prepayment of Foreign Currency Convertible Bonds (FCCBs)
Attention of Authorised Dealer Category – I (AD Category – I) banks is invited to the A.P. (DIR Series) Circular No. 39 dated December 08, 2008 and A.P. (DIR Series) Circular No.75 dated June 30, 2011 on the captioned subject.
2. On a review, it has been decided to continue the scheme of buyback of FCCBs subject to certain modifications.
3. Accordingly, Reserve Bank will consider proposals from Indian companies for buyback of FCCBs under the approval route subject to:
a) The buyback value of the FCCBs shall be at a minimum discount of five per cent on the accreted value.
b) In case the Indian company is planning to raise a foreign currency borrowing for buyback of the FCCBs, all FEMA rules/ regulations relating to foreign currency borrowing shall be complied with.
c) All other terms and conditions as stipulated in paragraph 5 of A.P. (DIR Series) Circular No. 39 dated December 8, 2008 will continue to be applicable.
d) This facility shall come into force with immediate effect and the entire process of buyback should be completed by March 31, 2013 after which the scheme lapses.
4. The existing requirement of submission of ECB 2 return will continue as hitherto. Further, on completion of the buyback, a report giving details of buyback, such as, the outstanding amount of FCCBs, accreted value of FCCBs bought back, rate at which FCCBs bought back, amount involved, and source/s of funds may be submitted, through the designated AD Category - I bank, to the Reserve Bank.
5. AD Category - I banks may bring the contents of this circular to the notice of their constituents and customers concerned.
6. The directions contained in this circular have been issued under sections 10 (4) and 11 (1) of the Foreign Exchange Management Act, 1999 (42 of 1999) and are without prejudice to permissions / approvals, if any, required under any other law.
Yours faithfully,
(Rashmi Fauzdar)
Chief General Manager
Reproduced for reference with acknowledgment — Source: Reserve Bank of India · RBI/2012-13/114 · issued 05 Jul 2012. The plain-English explanation above is BankPulse’s own independent summary.
Example: if you are a Compliance officer at a bank this circular applies to (Indian companies with outstanding FCCBs, AD Category-I banks handling FCCB transactions, FCCB investors and holders), your first concrete step on “FCCB Buyback Scheme Extended with Modifications” is: “Advise corporate clients on the buyback scheme's terms, including the mandatory 5% discount on accreted value.” (RBI issued this 05 Jul 2012).
Circular: RBI/2012-13/114 -- FCCB Buyback Scheme Extended with Modifications
Issued: 05 Jul 2012
Action required: Advise corporate clients on the buyback scheme's terms, including the mandatory 5% discount on accreted value.
Action required: Ensure any foreign currency borrowing for buyback complies with all FEMA regulations.
Action required: Submit ECB-2 returns and a detailed buyback report (outstanding amount, accreted value, rate, amount, funding source) to RBI via the designated AD Category-I bank.
Action required: Complete all buyback processes by March 31, 2013, as the scheme lapses thereafter.
Owner: ____________ Target date: ____________
Board/committee approval needed? Y / N
Evidence filed in compliance register on: ____________
Built only from this circular’s own published fields — not legal advice; always confirm against the official RBI source.
💬 Banker Discussion
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BankPulse Compliance Evidence Pack — generated 03 Aug 2026 · status cross-checked against RBI’s official withdrawal register (refreshed weekly). Official RBI source: https://www.rbi.org.in/Scripts/NotificationUser.aspx?Id=7425&Mode=0 — Plain-English summary by BankPulse (bankpulse.ai), reviewed by our expert reviewer, CA Amit Jain. Independent platform, not affiliated with the Reserve Bank of India; is our own plain-English paraphrase, not RBI’s original wording.
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