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AURIGA ACCOUNTING PRIVATE LIMITED what is minute book 2026 05 13T110728.553

Introduction

Foreign Direct Investment (FDI) refers to an investment made by a non-resident individual, foreign company, or entity into an Indian company through permitted equity instruments. This investment results in ownership, control, or long-term economic interest in the Indian business. FDI can be made through subscription to new shares, capital infusion, transfer of existing shares between residents and non-residents, or acquisition of stake in an Indian company.

FDI in India is regulated under the Foreign Exchange Management Act, 1999 (FEMA) along with rules and regulations issued by the Reserve Bank of India (RBI). The framework is further governed by the Ministry of Finance and the Department for Promotion of Industry and Internal Trade (DPIIT) under India’s consolidated FDI policy.

All foreign investment transactions must be routed through an Authorised Dealer Category–I (AD Category–I) Bank and must comply with sectoral caps, entry routes, pricing guidelines, reporting timelines, and statutory requirements. This ensures transparency, accountability, and proper monitoring of foreign investments in India.

Scope of Services and Key Checkpoints

Step 1: Eligibility and Sector Review

The first step involves determining whether the proposed FDI falls under the Automatic Route or Government Approval Route. This includes reviewing sectoral caps, entry restrictions, conditional requirements, and downstream investment implications.

Foreign investor eligibility is also verified, including country restrictions, beneficial ownership structure, and compliance with RBI KYC and anti–money laundering norms. Where required, prior government approval is identified.


Step 2: Valuation and Pricing Guidelines

A valuation certificate is obtained from a SEBI-registered Merchant Banker or Chartered Accountant in accordance with FEMA regulations.

Pricing compliance is ensured for:

  • Fresh issue of shares to non-residents
  • Transfer of shares (resident to non-resident)
  • Transfer of shares (non-resident to resident)

All transactions must comply with RBI-prescribed pricing guidelines.


Step 3: Internal Corporate Approvals

Board Resolutions are passed to approve:

  • Acceptance of foreign investment
  • Allotment or transfer of shares
  • Authorization for regulatory filings

Shareholding structure, investment amount, and compliance requirements are reviewed to ensure alignment with FEMA and Companies Act provisions.


Step 4: Receipt of Foreign Remittance

Foreign funds are received in the company’s bank account through an Authorised Dealer Bank, which issues the Foreign Inward Remittance Certificate (FIRC).

Investor KYC from the overseas bank is also obtained and verified for consistency and compliance.


Step 5: RBI Reporting (FC-GPR / FC-TRS)

A. FC-GPR (Fresh Issue of Shares)

Filed within 60 days of share allotment on the RBI FIRMS portal.

Documents include:

  • Valuation certificate
  • Board resolutions
  • Shareholding pattern
  • FIRC and investor KYC

B. FC-TRS (Transfer of Shares)

Filed within 60 days of receipt of consideration or transfer date.

Applicable for resident–non-resident share transfers.

Key Deliverables

A. Indian Entity Documentation

  • Audited financial statements
  • Valuation report
  • Board resolutions
  • Company KYC (PAN, CIN, address proof)
  • Pre and post-investment shareholding structure

B. Foreign Investor Documentation

  • KYC documents (passport/incorporation certificate)
  • Beneficial ownership details
  • Bank remittance proof and SWIFT confirmation

C. Transaction Details

  • Investment amount
  • Mode of investment
  • Nature of transaction (FC-GPR / FC-TRS)
  • Pricing methodology
  • Sector and entry route

D. Documentation & Compliance Support

  • End-to-end FDI documentation support
  • Coordination with AD Bank
  • FIRMS portal filing assistance
  • Compliance monitoring under FEMA

E. Commercial & Banking Clarity

  • Transparency in banking charges
  • Guidance on transaction costs
  • Clear communication of financial obligations

F. Regulatory Closure

  • Confirmation of fund receipt
  • FIRC and KYC collection
  • Successful filing acknowledgment on FIRMS portal
  • FEMA compliance completion

FDI Filing Timeline and Processing Time

Foreign fund credit typically occurs within the same or next working day, depending on banking processing and KYC verification.

FC-GPR and FC-TRS timelines depend on documentation readiness, valuation process, transaction type, and AD Bank approvals.

Clients must provide written authorization from their registered email ID for engagement and coordination. However, statutory responsibility for compliance remains with the company.

Scope of Exclusions

The following are not included in this service scope:

  • Government or sectoral approval under the approval route
  • Foreign exchange rate negotiation
  • Annual FLA return filing
  • Coordination with foreign banks
  • Post-investment FEMA compliance and ongoing reporting

About the Author

Ravi is a seasoned legal writer who simplifies complex legal and regulatory concepts into practical insights. He helps entrepreneurs understand compliance requirements clearly, enabling them to build legally compliant and sustainable businesses.

May 13, 2026

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