FEMA Compliance Services in Delhi
RBI reporting for foreign investment, overseas investment and external commercial borrowings — FC-GPR, FC-TRS, ODI, ECB, FLA — and regularisation of delayed filings.
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Quick answers
Which FEMA filings does a company with foreign investment need?
Form FC-GPR within 30 days of issuing shares to a non-resident, Form FC-TRS within 60 days of a transfer of shares between a resident and a non-resident, Form DI for downstream investment, and the annual return on Foreign Liabilities and Assets (FLA) by 15 July each year. Allotment itself must be made within 60 days of receiving the funds.
What happens if a FEMA return is filed late?
A delayed return can be regularised by paying a Late Submission Fee if the delay is within three years of the due date: Rs 7,500 plus 0.025% of the amount per year of delay for transaction returns such as FC-GPR, FC-TRS and ECB 2, or a flat Rs 7,500 for other returns such as the APR and FLA. Beyond three years, compounding is required.
How does SKAG and Associates handle FEMA compliance?
The firm checks the sector cap and route, reviews the investment or borrowing documents, arranges the valuation and other certificates, prepares the forms with the supporting documents, files them through the AD bank or FIRMS, tracks acknowledgement and queries, and prepares applications for late submission fee or compounding where a filing was missed.
What our FEMA Compliance service covers
How the engagement works
How to start
Start by email or WhatsApp, ideally before the money is received or sent.
Send these three things first:
- The investment, loan or remittance details: amount, date, counterparty and country
- FIRC and KYC from the AD bank, or the agreement for the transaction
- Earlier FEMA filings and any known delays
What you provide
- Complete transaction documents and investor or lender details
- Board resolutions and bank documents
- Approval of each form before filing
What the firm does
- Route, pricing and reporting review
- Valuation and other certificates and form preparation
- Filing through FIRMS or the AD bank and follow-up
What happens next: The forms, due dates and any past gaps are listed, and the scope and fees are set out in an engagement letter.
Documents required
- → Certificate of incorporation, MOA and AOA
- → Board and shareholder resolutions for the issue or transfer
- → Foreign Inward Remittance Certificate (FIRC) and KYC from the AD bank
- → Valuation report by a chartered accountant or SEBI-registered merchant banker
- → Share purchase or subscription agreement
- → Investor details: passport or incorporation documents, country, beneficial owners
- → Audited financial statements (for FLA, APR and net worth)
- → Loan agreement and lender details (for ECB)
- → Audited accounts of the overseas entity (for APR)
- → Details of any earlier filings and delays
For a specific FEMA Compliance matter, you may send the details through the contact form, call +91 88022 54567 or write on WhatsApp (Mon–Sat, 10:00 AM–7:00 PM). Please do not send passwords or OTPs.
Late submission fee and compounding
There is no fee for a return filed on time. For delays and contraventions:
| Item | Government fee / duty | Basis and notes |
|---|---|---|
| Transaction returns filed late (FC-GPR, FC-TRS, Form FC, ECB 2, Form DI) | Rs 7,500 + 0.025% of the amount for each year of delay, capped at the amount | A.P. (DIR Series) Circular 16 of 2022; within three years only |
| Other returns filed late (APR, FLA, Form OPI, ECB 1) | Rs 7,500 per return | Same circular |
| Compounding application | Rs 10,000 application fee, plus the compounding amount fixed by the RBI | Foreign Exchange (Compounding Proceedings) Rules, 2024 |
Government fees and duties only. The firm’s professional fees are not published on this website; they depend on the scope of work and are agreed in an engagement letter.
FEMA reporting: forms, time limits and rules
Main FEMA returns and their due dates
| Form | When it applies | Due date |
|---|---|---|
| FC-GPR | Issue of equity instruments to a person resident outside India | Within 30 days of allotment (allotment within 60 days of receipt of funds) |
| FC-TRS | Transfer of equity instruments between a resident and a non-resident | Within 60 days of transfer or receipt / remittance of funds, whichever is earlier |
| Form DI | Downstream investment by an Indian company with foreign investment | Within 30 days of allotment |
| FLA return | Entities that have received FDI or made overseas investment | 15 July each year |
| Form FC (ODI); Form OI for individuals | Overseas direct investment by an Indian entity (Form FC) or by a resident individual (Form OI) | At the time of financial commitment or first remittance, whichever is earlier |
| APR (Form ODI Part II) | Each overseas entity in which ODI is held | 31 December each year |
| Disinvestment / restructuring (ODI) | Sale, winding up or restructuring of an overseas investment | Within 30 days of receipt of proceeds or of restructuring |
| Form OPI | Overseas portfolio investment by an Indian entity | Within 60 days of the end of each half-year (September / March) |
| ECB 1 | External commercial borrowing | Before drawdown, to obtain the Loan Registration Number |
| ECB 2 | Drawdown, repayment and servicing of an ECB | Within 7 days from the end of each month |
The FEMA due date calendar lists these along with export realisation dates.
Received money from a foreign investor: step by step
- Receipt through banking channels. The funds come into the company’s account with an AD bank; obtain the Foreign Inward Remittance Certificate (FIRC) and the investor’s KYC from the bank.
- Route and price. Confirm the sector is under the automatic route and within its cap, check the land-border (Press Note 3) condition, and obtain a valuation certificate: shares cannot be issued to a non-resident below fair value.
- Allotment within 60 days of receipt of the funds, with the board resolution and the return of allotment (PAS-3) filed with the ROC.
- Form FC-GPR within 30 days of allotment on the FIRMS portal, with the FIRC, KYC, valuation certificate and company secretary certificate.
- Refund if not allotted. Money not used for allotment within 60 days must be refunded within the following 15 days.
- FLA return by 15 July every year while the foreign investment is outstanding, whatever its size.
Foreign direct investment
- Investment is permitted under the automatic route or with government approval depending on the sector and its cap under the Foreign Exchange Management (Non-debt Instruments) Rules, 2019.
- Issue and transfer prices must follow the pricing guidelines, supported by a valuation certificate.
- Investment from an entity of a country sharing a land border with India, or where the beneficial owner is situated in such a country, needs government approval. Press Note 2 (2026), given effect by the FEMA (Non-debt Instruments) amendment notified in May 2026, amends Press Note 3 (2020): the beneficial owner test is now a holding of more than 10% or control.
- The FDI eligibility checker gives a first view of the route for a sector.
External commercial borrowings
Under the ECB framework as revised in February 2026, an eligible borrower can raise up to the higher of USD 1 billion or 300% of net worth; the earlier all-in-cost ceiling has been removed. The minimum average maturity is 3 years, with 1 to 3 years allowed for manufacturing companies borrowing up to USD 150 million. Form ECB 1 is filed through the AD bank before drawdown and Form ECB 2 monthly. See the ECB compliance calculator.
Late Submission Fee and compounding
- Transaction returns (FC-GPR, FC-TRS, Form FC / ODI, ODI Part III, ECB 2, Form DI): LSF = Rs 7,500 + (0.025% × amount × years of delay), capped at the amount involved.
- Other returns (APR, FLA, Form OPI, ECB 1): flat Rs 7,500 per return.
- The LSF route is available only within three years of the due date. Later delays, and contraventions other than reporting, are regularised by compounding under Section 15 of FEMA and the Foreign Exchange (Compounding Proceedings) Rules, 2024, with an application fee of Rs 10,000.
- Where to file a compounding application: under A.P. (DIR Series) Circular No. 28/2026-27 dated 23 October 2026, contraventions relating to overseas investment (ODI) and to borrowing and lending, including ECB, and guarantees are compounded by select RBI Regional Offices instead of the Central Office. Overseas investment cases go to the Regional Office matched to the prefix of the UIN of the overseas entity (New Delhi for UINs beginning ND, among others); cases with no UIN go to CEFA, Foreign Exchange Department, Central Office, Mumbai. FDI-related compounding was already handled by Regional Offices.
The FEMA penalty estimator shows the LSF for a given delay.
Exporters: period for realising export proceeds
The period has changed several times in a year, so check which rule applies to the date of shipment (goods) or invoice (services):
| Exports made | Realisation period |
|---|---|
| Up to 12 November 2025 | 9 months |
| 14 November 2025 to 4 June 2026 | 15 months |
| 5 June 2026 to 30 September 2026 | 9 months (Notification FEMA 23(R)/(8)/2026-RB) |
| From 1 October 2026 | 9 months, or 12 months where the export is invoiced or settled in rupees, under the Export and Import of Goods and Services Regulations as amended in September 2026 |
The periods come from RBI notifications FEMA 23(R)/(7)/2025-RB (13 November 2025) and FEMA 23(R)/(8)/2026-RB (5 June 2026) under the 2015 Export of Goods and Services Regulations, and regulation 5(1) of the 2026 Regulations as amended on 22 September 2026. For a shipment close to a change-over date, the AD bank confirms the period that applies. The export proceeds tracker lists open shipments against their due dates.
Common FEMA mistakes
- Allotting shares more than 60 days after the money arrives, or not refunding it in time.
- Issuing shares to a non-resident below the fair value in the valuation certificate.
- Not filing the FLA return because the foreign investment is small, or because nothing changed during the year.
- A resident individual setting up or buying into a company abroad without reporting the ODI in Form OI through the AD bank.
- An NRI investing on a repatriation basis from an NRO account, which changes how the investment is treated and reported.
Individuals
Resident individuals can remit under the Liberalised Remittance Scheme within the annual limit, with TCS applying above the thresholds, and NRIs can repatriate up to USD 1 million per financial year from NRO balances. For the tax side of cross-border income, see NRI taxation.
FEMA Compliance for clients in New Delhi & Delhi NCR
SKAG and Associates is a firm of Chartered Accountants based at Kh.No-84, Plot No -RZ-I-1, F/Floor, 12/2, Main Rd, opposite Yammaha Showroom, Mahavir Enclave, New Delhi – 110045. The firm handles FEMA Compliance work and allied compliance for individuals, professionals, firms and companies across New Delhi, South West Delhi and the wider Delhi NCR region, as well as clients elsewhere in India who engage it remotely.
Engagements are conducted strictly in accordance with the Chartered Accountants Act, 1949 and the ICAI Code of Ethics. To discuss your requirement, you are welcome to contact the office or call +91 88022 54567 during working hours (Mon–Sat, 10:00 AM–7:00 PM).
Frequently asked questions
Our startup received money from a foreign investor. What must we do? +
Ensure the funds are received through banking channels into the company's account and obtain the FIRC and KYC from the AD bank. Allot shares within 60 days of receipt at a price not below fair value as per the valuation certificate, then file Form FC-GPR on FIRMS within 30 days of allotment. If shares are not allotted within 60 days, the money must be refunded within 15 days after that period.
Is FC-TRS filed by the buyer or the seller? +
Form FC-TRS is filed by the resident party to the transfer (the resident buyer or seller), or by the investee company in specified cases, within 60 days of the transfer or of receipt or remittance of funds, whichever is earlier.
Do we need to file the FLA return if the foreign investment was small? +
Yes. Every Indian company or LLP that has received foreign direct investment or made overseas direct investment, in the current or earlier years, must file the FLA return by 15 July, regardless of the amount, if the investment is outstanding at the reporting date.
We set up a subsidiary abroad. What are the ongoing FEMA filings? +
After the initial Form FC, an Annual Performance Report in Form ODI Part II is due by 31 December each year for every overseas entity, based on its audited accounts, and the investment is included in the FLA return. Further investment, disinvestment or restructuring is reported separately.
We missed an FC-GPR filing two years ago. Can it still be filed? +
Yes. Because the delay is within three years, the form can be filed with a Late Submission Fee of Rs 7,500 plus 0.025% of the amount for each year of delay (capped at the amount). If the delay were more than three years, a compounding application would be needed instead.
Does a foreign loan from our parent company need RBI reporting? +
Yes. A loan from a foreign parent or other recognised lender is an external commercial borrowing. It must meet the ECB conditions on eligible borrower, lender, amount, maturity and end-use, and needs a Loan Registration Number through Form ECB 1 before drawdown, followed by monthly Form ECB 2.
What is the due date for FC-GPR, and what is the late fee? +
FC-GPR is due within 30 days of allotment. If it is filed late but within three years, the Late Submission Fee is Rs 7,500 plus 0.025% of the amount for each year of delay, capped at the amount. The FEMA penalty estimator works it out for a given delay.
Do I need RBI approval to receive foreign investment in my startup? +
Not where the sector is under the automatic route and the investor is not from, or beneficially owned from, a country sharing a land border with India. The investment is reported after the event through FC-GPR. Sectors under the government route, and investors covered by Press Note 3 as amended by Press Note 2 (2026), need prior government approval.
How long do exporters have to realise payment now? +
For exports from 1 October 2026, 9 months from the date of shipment or invoice, or 12 months where the export is invoiced or settled in rupees. Earlier shipments follow the period in force when they were made, which was 15 months for exports between 14 November 2025 and 4 June 2026. The AD bank confirms the period for a particular shipment.
Can a Chinese or Hong Kong investor invest in my company? +
An investor from China, or an entity whose beneficial owner is in China, needs prior government approval because China shares a land border with India (Press Note 3, as amended by Press Note 2 of 2026, which uses a beneficial ownership test of more than 10% or control). Whether a Hong Kong investor is covered depends on where the beneficial owners are; this is checked case by case before money is received.
Can an NRI invest in an Indian private company? +
Yes. An NRI can invest on a repatriation basis, which is treated as FDI and reported by the company, or on a non-repatriation basis under Schedule IV of the Non-debt Instruments Rules, which is treated as domestic investment. The route affects reporting and the repatriability of sale proceeds.
Questions about FEMA Compliance?
You may contact CA Gaurav Singh to discuss your specific facts and requirements.
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