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FDI: Issue of Shares to Non-Residents

Issue shares under FDI: automatic/government route, FEMA pricing, KYC, report FC-GPR within 30 days

8 steps~230 days start to finishfiles FC-GPRfiles PAS-3
If it’s filed late

MCA charges additional fees that rise with the delay, up to 12 times the normal filing fee. OnCompliance tracks the date and warns you before it costs anything.

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The steps, in order

1

Check FDI Policy & Sectoral Cap

Verify sector, applicable cap, and route (automatic vs government approval).

within 7 days
  • Sectoral cap verified
  • Route determined (automatic/government)
  • Reporting obligations identified
2

Obtain Government Approval (if required)

Apply for government approval via DPIIT if sector requires it.

within 60 days
3

KYC of Foreign Investor

Complete KYC of non-resident investor as per FEMA regulations.

within 14 days
4

Determine FEMA-Compliant Pricing

Determine share price per FEMA valuation norms (DCF or comparable).

within 14 days
5

Board + SR Approval

Board and members approve allotment to non-residents.

within 30 days
6

Allot Shares

Allot shares within 60 days of receipt of remittance.

within 60 days · document made for you
7

File FC-GPR with RBI

Report allotment to RBI within 30 days via FC-GPR on SMF portal.

within 30 days · files FC-GPR
8

File PAS-3 with ROC

File return of allotment with ROC.

within 15 days · files PAS-3 · document made for you

Every guide runs like this in OnCompliance: steps in order, dates in view, paperwork made for you at each step.

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