FC-GPR Cover Letter (FDI: Issue of Shares)
Prepare the cover letter for reporting an issue of shares to a non-resident investor in Form FC-GPR.
What it is
An Indian company that issues equity instruments to a person resident outside India under the FDI route reports the issue in Form FC-GPR under the Foreign Exchange Management (Non-debt Instruments) Rules, 2019 and the reporting regulations. The form is filed on the RBI FIRMS portal and processed by the authorised dealer bank. The cover letter summarises the company's capital, the investor, the shares issued, the price and the funds received.
When it is used
- Issue of shares to a foreign investor or NRI on a repatriation basis.
- Conversion of a foreign loan or convertible note into shares.
- Issue of shares to a foreign parent company.
What the template covers
- Company name, CIN and registered office
- Authorised and paid-up capital
- Investor name, country and address
- Date of allotment, shares, face value and premium
- Date and amount of funds received
- FDI sector, AD bank and authorised signatory
Details you will need
The generator asks for the following. Fields marked with an asterisk in the form are required; the rest can be left blank and filled in later in Word.
Letter
Letter Date
Indian Company
Indian Company Name; CIN; Registered Office; Authorised Capital (₹); Existing Paid-up Capital (₹)
Foreign Investor
Investor Name; Country of Residence; Investor Address
Allotment
Date of Allotment; Number of Equity Shares Issued; Face Value per share (₹); Premium per share (₹); Date Funds Received; Total Funds Received (₹); Sector under FDI Policy
AD Bank
Authorised Dealer Bank
Authentication
Authorised Signatory; Designation
Stamp duty, registration and filing
Shares must be issued within 60 days of receipt of the money, failing which it is refunded within 15 days. FC-GPR is filed within 30 days of issue, with the valuation certificate supporting a price not lower than fair value, the KYC of the investor and the board resolution. Sectoral caps and conditions in the FDI policy apply. Late reporting attracts late submission fees. Check the current rules on rbi.org.in.
Generate the FC-GPR Cover Letter (FDI — Issue of Shares)
Fill in the form and download the draft as a Word file. It is a general template, not legal or professional advice; have it reviewed for your facts before you sign or rely on it.
Need this checked against your facts, or the registration or filing that follows (e.g. the MCA e-form filing)? Contact SKAG and Associates
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Frequently asked questions
What is the deadline for FC-GPR?
Within 30 days of the issue of shares.
What price must shares be issued at?
Not less than the fair value determined by an internationally accepted pricing method, certified by a Chartered Accountant, SEBI-registered merchant banker or practising cost accountant.
Where is FC-GPR filed?
On the RBI FIRMS portal, through the company's authorised dealer bank.
This page gives general information for reference only. Laws, stamp duty rates and filing requirements change and differ between States, so confirm the current position for your case. Related: all document templates · free tax calculators · compliance calendar and guides.