FEMA Procedures related to FDI in India

Step 1: Online application portal for the entity master form (the RBI introduced an online portal called the Foreign Investment Reporting and Management System ("FIRMS"), under which every Indian entity3, with existing direct or indirect foreign investment, was required to provide certain information4 to the RBI in the entity master form (the "EMF"), through the website of FIRMS) Basically it is Initial registration for an Entity. 

Registration Process

• Uniform Resource Locators (URL) of the application is https://firms.rbi.org.in. Click on the Registration form for New Entity User

Pre-requisites

• Authority letter: The entity may issue an authority letter, in the format as given at Annex to the identified personnel authorizing him/her for registering as an Entity user for the entity.

• The Entity user may keep ready all details of foreign investment in the entity.

Step-2: KYC of Foreign remitter with Funds 

In a swift message for Funds, Field 72 must mention---Share capital or Capital Infusion or Purchase of Share capital etc.

KYC must contain 6 points

Know Your Customer (KYC) Form in respect of the non-resident investor 

• Registered Name of the Remitter / Investor (Name, if the investor is an Individual) 
• Registration Number (Unique Identification Number* in case remitter is an Individual) 
• Registered Address (Permanent Address if remitter Individual) 
• Name of the Remitter’s Bank 
• Remitter’s Bank Account No. 
• Period of banking relationship with the remitter 

* Passport No., Social Security No, or any Unique No. certifying the bonafides of the remitter as prevalent in the remitter’s country

Point to be noted: KYC swift of the remitter/investor  (If remittance is received from a joint account then Kyc of both the account holders is required).  

B-During receipt of FDI and Before crediting into the Account

1)  Bank format signed stamped by the customer on each page ( letterhead of the company). 

2)  Brief profile on the letterhead of investee company providing main business activities of the entity with 5 digit NIC code as per NIC 2008 list. 

3)  Copy of shareholder agreement if any or declaration that there is no such agreement. 

4)  KYC swift of the remitter/investor  ( If remittance is received from a joint account then Kyc of both the account holders is required). 

5)  NOC from joint account holder if shares are being issued on a single name (applicable for remittances received from joint accounts only). 

6)  Copy of MOA. 

7)  Declaration that the investor is not an overseas corporate body(OCB)--- (applicable if remittance is received from other than an individual). 

8) Obtain undertaking from the customer stating capital instruments will be issued within 60 days from the date of receipt of funds as per Notification No. FEMA 20(R)/ 2017-RB dated November 07, 2017

9) Scan acknowledgment received by the investee company from FIRMS w.r.t. entity master updation as specified in  A. P. Dir. Series Circular No. 30 dated June 07, 2018 or provide snapshot showing name of the company registered in FIRMS portal. 

10) Copy of concerned ministry/FIPB approval (if the investment is under government route). 

C-After receipt of FDI -FCGPR (Share allotment and Reporting)

• Allot Shares within 60 days from the date of credit in Account
• Submit FCGPR online within 30 days from Date of Allotment with supporting documents  (Filing forms in SMF-FIRMS application )

Note: Advance Remittance Form ("ARF") and Form FC-GPR, has now been merged into a single Form FC-GPR