FEMA filings on the RBI FIRMS portal — within 30 days, because late submission fees are formula-driven.
Foreign investment into an Indian company, investment by an Indian company abroad, and the annual disclosure of foreign assets and liabilities are three separate FEMA obligations with three separate deadlines. They are commonly missed because the money arrives, the business gets on with operating, and nobody files anything — until a bank, an auditor or a due diligence team asks for the FC-GPR acknowledgement. Late filing is regularised through a Late Submission Fee computed by formula, so delay has a price attached.
Inbound investment — FDI
Form
When
Deadline
FC-GPR
Issue of equity instruments to a person resident outside India
30 days from allotment
FC-TRS
Transfer of shares between a resident and a non-resident, either way
60 days from receipt or remittance of consideration
Form LLP-I
Capital contribution received by an LLP from a non-resident
30 days from receipt
Form LLP-II
Disinvestment or transfer of contribution in an LLP
60 days from receipt of funds
Form CN
Issue or transfer of convertible notes by a startup
30 days
Form DI
Downstream investment by an Indian entity with foreign investment
30 days
Before the money is received, the Advance Reporting Requirement is met by the KYC report from the remitter's bank and the Foreign Inward Remittance Certificate. Both are annexures to FC-GPR, along with the company secretary's certificate, the valuation certificate and the board resolution.
Valuation is where FDI filings fail. Shares issued to a non-resident must be priced at or above the fair value determined under an internationally accepted pricing methodology, certified by a chartered accountant, merchant banker or practising cost accountant. On a transfer from a resident to a non-resident the price must be at or above fair value; on a transfer the other way, at or below. Pricing outside the band is a contravention requiring compounding with the RBI, not just a late fee.
Outbound investment — ODI
Form FC is filed for financial commitment to a foreign entity — equity, loan, or guarantee — through the authorised dealer bank, which allots a Unique Identification Number for the overseas entity.
Annual Performance Report is due by 31 December each year for every overseas entity in which the Indian party holds a stake, based on the audited accounts of the foreign entity.
Disinvestment is reported within 30 days of the sale, with repatriation of proceeds within the prescribed period.
The overall financial commitment is subject to the limit prescribed under the overseas investment regime, computed on net worth.
Resident individuals investing abroad do so under the Liberalised Remittance Scheme, which has its own reporting and TCS implications under Section 206C(1G).
Annual FLA return
The Foreign Liabilities and Assets return is filed with the Reserve Bank by every Indian company, LLP or other entity that has received foreign direct investment or made overseas direct investment in any previous year, including the current one.
Due 15 July each year, based on the position as at 31 March
Filed on the RBI FLAIR portal, using unaudited figures where the audit is incomplete, and revised by the end of September once audited accounts are ready
Required every year the foreign investment remains on the books, not only in the year it was received — this is the single most commonly missed FEMA filing
Non-filing is a contravention under FEMA and is compoundable
What we handle
Entity registration on FIRMS and creation of the business user, which itself takes a few days and cannot be done at the last minute.
Valuation arranged and the certificate obtained on the appropriate methodology.
FC-GPR, FC-TRS or LLP forms prepared with the FIRC, KYC report, board resolution and certificates, and filed within the window.
Late Submission Fee computed and paid where a deadline has already passed, and compounding applications prepared where the contravention goes beyond delay.
Annual FLA filed by 15 July and revised after audit, and APR filed for overseas entities by 31 December.
Where the foreign investment is accompanied by payments abroad for services or royalties, the withholding side runs in parallel — see Form 15CA and 15CB. The share issue itself also needs the ROC filings — see company change filings.
Frequently asked questions
File it now with a Late Submission Fee, which is computed on a formula based on the amount involved and the period of delay. It is a defined regularisation route rather than a discretionary penalty, and it is far better resolved before a diligence exercise or a bank query forces it. Where the pricing or the sectoral cap was also breached, compounding with the RBI is the route.
Every year, for as long as the foreign investment or overseas investment remains on the balance sheet as at 31 March. Entities that filed once at the time of the investment and stopped are the most common non-filers, and the omission surfaces years later.
Most sectors are on the automatic route up to specified caps, but several remain under the government route or carry conditions, and investment from entities in countries sharing a land border with India requires government approval regardless of sector. The sector, the cap and the investor's country all have to be checked before the money is accepted, not after.
Yes, in sectors where 100% FDI is permitted under the automatic route without performance-linked conditions. Reporting is through Form LLP-I within 30 days of receipt of the contribution, and the annual FLA return applies to the LLP thereafter.