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FEMA, FDI & RBI Compliance

FC-GPR, FC-TRS, FLA returns, ECB and ODI reporting, and RBI compounding support for foreign-invested businesses.

Overview

What this involves

Every rupee of foreign investment flowing into India — and every rupee flowing out — moves within the framework of the Foreign Exchange Management Act (FEMA). What looks like routine paperwork carries hard statutory deadlines and real consequences: shares must be allotted within 60 days of receiving foreign funds, the allotment must be reported in Form FC-GPR within 30 days, share transfers between residents and non-residents require Form FC-TRS, and every foreign-invested company must file the annual Foreign Liabilities and Assets (FLA) return. Miss a timeline and the company sits in contravention until it is regularised.

We act as the FEMA compliance engine for foreign-invested businesses. That means managing all reporting on the RBI’s FIRMS portal, coordinating the mandatory valuation reports that FDI pricing guidelines require, filing the annual FLA return, handling External Commercial Borrowing (ECB) registrations and monthly ECB-2 returns, and reporting Overseas Direct Investment (ODI) for Indian businesses investing abroad. Where past filings were missed, we prepare condonation and compounding applications and represent the matter before the RBI — converting an open-ended contravention into a closed, quantified outcome.

With the unified FEMA (Export and Import of Goods and Services) Regulations, 2026 replacing the legacy trade framework, export-import compliance has changed materially — including the shift to a single Export Declaration Form. We help businesses transition their trade documentation and stay current as the RBI operationalises the new regime.

How we help

  • Transaction-Linked Reporting: FC-GPR, FC-TRS, and downstream-investment filings prepared and submitted on the FIRMS portal within statutory timelines, with valuation reports coordinated in parallel so nothing waits on paperwork.
  • Annual & Recurring Compliance: FLA returns, ECB-2 monthly returns, and APR filings for overseas investments handled on a standing calendar — filed even in years with no fresh investment, as the law requires.
  • Compounding & Regularisation: For missed or late filings we quantify the exposure, prepare the compounding application, and represent the case before the RBI to close the contravention formally.
  • Structuring Advice That Prevents Issues: We review funding flows — share subscriptions, loans, guarantees, royalties — before execution, so each leg is FEMA-compliant by design rather than by remediation.
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Key Points

What you should know

The 60/30 RuleShares must be allotted within 60 days of receiving foreign investment money, and the allotment reported to the RBI in Form FC-GPR within 30 days of allotment. Missed timelines require late-submission fees or formal compounding.

Annual FLA ReturnEvery Indian company with foreign investment or overseas investment on its balance sheet must file the FLA return by 15 July each year — even if no fresh investment was received during the year.

Compounding WorksFEMA contraventions can be formally regularised through compounding with the RBI — an admission-and-penalty process. Voluntary, early applications are treated significantly more favourably than those made after the RBI notices.

Questions

Frequently asked questions

Act quickly. Depending on the delay, the route is either the RBI’s late submission fee or a formal compounding application. We quantify the exposure, prepare the filing, and manage the process end to end. Delay compounds the problem — literally.

For most issues and transfers of shares involving non-residents, yes — FEMA pricing guidelines require a valuation from a Chartered Accountant, Merchant Banker, or Registered Valuer to set the floor or cap price. We coordinate this as part of the transaction.

FC-TRS reports the transfer of shares between a resident and a non-resident (in either direction). It must be filed within 60 days of the transfer or receipt of funds, whichever is earlier, and banks will not process related remittances without it.

Most parent-company loans can be structured as External Commercial Borrowings under the automatic route, subject to conditions on amount, end-use, and cost. Each ECB needs a Loan Registration Number before drawdown and monthly ECB-2 returns thereafter — all of which we handle.

Yes. Outbound investment is governed by the Overseas Investment rules — Form FC on the way out, an Annual Performance Report for each foreign entity, and repatriation obligations. We manage the full ODI lifecycle.

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