Foreign Ownership and Compliance for Private Limited Company

hello Sir, 

Thank you for your message. I did not understand the specific response. Does this change anything for filing purpose if the majority shareholder is not an Indian resident and NRI?

Thank you!

Inheritance of 52% by a UK-based heir:

• FEMA (NDI Rules, Rule 13): a person resident outside India can acquire shares of an Indian company by inheritance from a person resident in India. No RBI approval is needed. Reporting: Form FC-TRS isn't required for inheritance in most cases. Check with the AD bank, as some banks ask for intimation.

• The company becomes foreign-owned and controlled (FOCC) if the heir isn't an NRI or OCI on a non-repatriation basis. Downstream investments then need FDI compliance (sectoral caps, reporting).

• Companies Act: update the register of members (SH-4 not needed for transmission; the transmission process under the articles and Sec 56), and beneficial ownership (BEN-2, significant beneficial owner). Board composition: at least one director must be resident in India (Sec 149(3)).

• Tax: inheritance isn't taxable. Dividends to the non-resident attract TDS under 195 (DTAA India–UK).