Everything You Need to Know About Non-Convertible Debentures in India

A comprehensive guide to NCDs as a fixed-income investment instrument, their types, taxation, risks, and how they compare to other debt instruments in the Indian market.

By • Published • 7 min read

Non-Convertible Debentures (NCDs) are debt instruments issued by companies to raise capital from the public or private investors. Unlike convertible debentures, NCDs cannot be converted into equity shares of the issuing company. They offer a fixed rate of return and are popular among investors seeking regular income with relatively higher yields than bank fixed deposits.

9-14%Typical NCD Yield Range
₹10,000Minimum Investment (Listed NCDs)
AAA to DCredit Rating Spectrum

Types of NCDs

NCDs are broadly classified as secured and unsecured. Secured NCDs are backed by the company's assets, providing an additional layer of protection to investors. Unsecured NCDs, which carry higher risk but also higher yields, depend entirely on the issuer's creditworthiness. NCDs can also be classified by interest payment frequency: cumulative (interest paid at maturity) or non-cumulative (periodic interest payments).

Evaluating NCD Investments

Investors should evaluate NCDs based on several factors including the credit rating (minimum AA+ for conservative investors), the issuing company's financial health and debt servicing history, the coupon rate relative to prevailing interest rates, and the tenor alignment with investment horizon. SEBI mandates that all publicly issued NCDs must be listed on stock exchanges, providing secondary market liquidity.

Taxation of NCDs

  • Interest Income: Interest earned on NCDs is taxable as per the investor's income tax slab.
  • Capital Gains: If sold before maturity on the secondary market, short-term capital gains (if held less than 12 months for listed NCDs) are taxed at slab rates, while long-term capital gains are taxed at 12.5% (post-Budget 2024 amendments).
  • TDS: Issuers deduct tax at source on interest payments exceeding INR 5,000 per annum.
Important Consideration

Credit rating alone is not sufficient for NCD evaluation. Investors must analyze the issuer's cash flow generation, debt-to-equity ratio, interest coverage, and the specific security or collateral backing the debentures. Higher yields always come with higher risk.

NCDs vs. Other Debt Instruments

Compared to bank FDs, NCDs typically offer 1-3% higher yields but carry credit risk. Compared to government bonds, NCDs offer higher returns but with higher default risk. For institutional investors, NCDs can form part of a diversified fixed-income allocation that balances yield and credit quality.

NCD Investment Checklist

  • Evaluate credit ratings from CRISIL, ICRA, or CARE but do not rely solely on ratings
  • Analyze issuer fundamentals: cash flow, debt ratios, and interest coverage
  • Understand the security structure: secured NCDs offer better downside protection
  • Consider tax implications: interest income is taxed at your slab rate
  • Diversify across issuers, sectors, and tenures to manage portfolio risk