The Reserve Bank of India’s second list of non-banking finance companies (NBFCs) in the upper layer (UL) under scale-based regulation framework has 17 entities, one more than the inaugural 2022 list. Four government-owned NBFCs have made the cut even as Tata Sons Pvt Ltd continues to be classified as an NBFC-UL.The UL comprises NBFCs with an asset size of ₹1 lakh crore or more, warranting enhanced regulatory requirements, stricter governance norms, bank-like supervision and requirement to list publicly within three years. The four government NBFCs — REC, Power Finance Corporation, Indian Railway Finance Corporation (IRFC) and HUDCO — are in the list.The two NBFCs that have been excluded from the list because they do not meet the UL criteria in the current exercise are PNB Housing Finance and Sammaan Capital. However, they will continue to be subject to enhanced regulatory requirements for at least five years from the date of their classification in the layer, even if they do not meet the criteria in subsequent years.RBI said the inclusion of Tata Sons Pvt Ltd, a core investment company that is 66 per cent owned by various Tata Trusts, in the NBFC-UL list, is without prejudice to the outcome of its application for de-registration, which remains under examination. The company was required to list by September 2025, as per the applicable listing norms.There is a difference of opinion among Tata Sons’ directors regarding the proposed listing. The anti-listing camp within the Board believes that the charitable and philanthropic activities of the Trusts in areas such as healthcare, education, and scientific research could be adversely affected if Tata Sons is listed.The pro-listing camp believes that a listing would enhance transparency and governance standards, enable market-based valuation and facilitate capital mobilisation for new businesses such as semiconductors, electric vehicles and aviation, among others.Rajat Sethi, Partner, S&R Associates, said, “If de-registration is denied by RBI, Tata Sons may have to either reduce assets below the ₹1 lakh crore threshold or undertake a fundamental restructuring, options that could be difficult given its role as the Tata Group’s holding company.Published on August 6, 2026