Table of Contents
FDI Filing with the Reserve Bank of India (RBI) – Strategic Legal Support by Nd Salva
When an Indian company receives Foreign Direct Investment (FDI) and issues shares or other securities to a foreign investor, it triggers mandatory reporting obligations under the regulatory framework governed by the Foreign Exchange Management Act (FEMA), 1999.
At Nd Salva, we provide end-to-end legal assistance to ensure your business remains fully compliant with the Reserve Bank of India’s (RBI) FDI filing requirements. From documentation to final submission on the FIRMS Portal, our corporate law team ensures your filings are prompt, accurate, and penalty-free.
What is FDI Filing with RBI?
FDI Filing refers to the statutory obligation of reporting foreign investments received by an Indian company. This includes:
Equity shares
Compulsorily Convertible Preference Shares (CCPS)
Compulsorily Convertible Debentures (CCDs)
Warrants or partly-paid shares
These filings must be reported to the RBI through Form FC-GPR (Foreign Currency-Gross Provisional Return) via the FIRMS Portal, within 30 days of share allotment.
Objective of FDI Reporting
Ensure compliance with the FDI Policy and FEMA regulations.
Enable RBI and relevant government bodies to monitor foreign capital inflows.
Maintain a transparent, rule-based system for foreign investment in India.
Applicable Legal Framework
Foreign Exchange Management Act (FEMA), 1999
Foreign Exchange Management (Non-Debt Instruments) Rules, 2019
FDI Policy issued by the Department for Promotion of Industry and Internal Trade (DPIIT)
Routes of Foreign Investment
FDI into India can occur through two primary channels:
1. Automatic Route
No prior approval is required from RBI or Government of India.
2. Government Route
Prior approval from the relevant ministry or department is mandatory.
Form FC-GPR – When and Why?
Form FC-GPR is required when:
A new company is incorporated with non-resident shareholders and receives share subscription money.
Additional shares are issued to foreign investors under FDI.
Timelines to Remember:
| Transaction Type | Reporting Deadline |
|---|---|
| Receipt of FDI | Within 30 days |
| Allotment of shares | Within 60 days from receipt |
| Filing of Form FC-GPR | Within 30 days of allotment |
Documents Required for FC-GPR Filing
KYC Report of the foreign investor (from AD Bank)
Declaration by authorised company representative
Valuation Report from Chartered Accountant or SEBI-registered Merchant Banker
Board Resolution approving the allotment
List of Allottees
CS Certificate confirming compliance with Companies Act and FEMA
Declaration of pricing guidelines
FIPB Approval, if applicable
Letter of Debit Authorisation
Supporting reasons in case of late filing
Foreign Inward Remittance Certificate (FIRC)
Penalties for Non-Compliance
Delayed or non-filing of Form FC-GPR attracts monetary penalties under FEMA:
1% of the total investment (Min ₹5,000 – Max ₹5 lakhs per month)
After 6 months: 2% penalty per month
Additional regulatory scrutiny or disqualification from further FDI
Note: Penalties are calculated monthly and must be paid through designated RBI accounts.
Step-by-Step FDI Filing Process (Form FC-GPR)
1. Obtain AD Code
From an RBI-authorised bank acting as the intermediary.
2. Register on FIRMS Portal
Create an Entity Master with company details like CIN, PAN, TAN, etc.
3. Business User Registration
Appoint authorised personnel to file reports on behalf of the company.
4. Prepare FC-GPR Form
Include complete investment details, sectoral caps, pricing methodology, and supporting documents.
5. Sign and Certify
Digitally sign the form and obtain verification from:
Company’s Authorised Signatory
Authorised Dealer (AD) Bank
Practising CA / CS
6. Submit Form Online
Via the FIRMS portal within 30 days of share allotment.
7. Acknowledgement and Compliance Check
Once submitted, an acknowledgment number is generated. The AD bank or RBI may seek further clarification.
8. Post-Filing Follow-up
Track application status, resolve queries, and secure final compliance confirmation.
Why Choose Nd Salva for FDI Compliance?
At Nd Salva, we provide a comprehensive legal solution to simplify your FDI compliance process:
Regulatory Expertise
Our corporate legal team brings in-depth knowledge of FEMA, RBI, and Companies Act regulations.
Seamless Documentation
We manage everything from valuation reports and CS certificates to board resolutions and AD bank coordination.
Timely Submission
We ensure compliance within statutory deadlines, preventing penalties and regulatory hassles.
Strategic Advisory
We assist in selecting the right FDI route (Automatic or Government) and provide legal guidance on sectoral caps and entry conditions.
End-to-End Legal Compliance
From incorporation and FDI to ongoing regulatory filings, Nd Salva is your trusted long-term legal partner.
Need to File Form FC-GPR? Let’s Get Started.
Ensure flawless compliance and secure your FDI reporting with precision. Contact Nd Salva Advocates & Legal Consultants for tailored assistance in navigating your FDI obligations with the RBI.
