Any company that receives foreign investment, makes an overseas investment, or borrows from abroad must report it to the Reserve Bank of India under FEMA. These filings, FC-GPR for fresh foreign investment, FC-TRS for transfers, the annual FLA return, and more, run to tight deadlines, and delays attract a Late Submission Fee and penalties. Samkhya manages your FEMA reporting end to end.
The Foreign Exchange Management Act, 1999 (FEMA) governs all cross-border transactions, and the Reserve Bank of India (RBI), working through Authorized Dealer (AD) Category-I banks, requires them to be reported. Inbound foreign investment is reported on the RBI’s FIRMS portal through the Single Master Form (SMF), for example, FC-GPR when a company issues shares to a non-resident and FC-TRS when shares are transferred between a resident and a non-resident. Every company holding foreign assets or liabilities must also file the annual Foreign Liabilities and Assets (FLA) return on the separate FLAIR portal by 15 July. Most foreign investment is under the automatic route, needing only reporting, while sensitive sectors need government approval. Pricing must be at fair value under the NDI Rules, 2019. Missing a deadline attracts a Late Submission Fee and, in default, penalties under Section 13.
Staying compliant under FEMA is essential:
FEMA reporting uses several forms:
Foreign investment follows set routes and pricing:
FEMA reporting applies to:
FEMA reporting is done online through the RBI’s systems, with the AD Category-I bank acting as the intermediary. A company first registers its Entity Master Form (EMF) and then files the relevant form on the FIRMS portal through the Single Master Form (SMF), FC-GPR within 30 days of allotting shares to a non-resident, or FC-TRS within 60 days of a transfer. The shares must be allotted within 60 days of the funds being received, with valuation at fair value certified by a SEBI-registered merchant banker or CA. The annual FLA return is filed separately on the FLAIR portal by 15 July. The AD bank reviews and forwards the filings to the RBI, and records must be kept for five years.
For FDI Reporting:
For the FLA Return:
FEMA reporting follows a clear sequence:
Managing FEMA compliance with Samkhya Corporate Services is simple. Just follow these easy steps:
From there, our team handles the valuation, the SMF filing, and the AD-bank coordination.
FEMA compliance is continuing:
A late filing first attracts a Late Submission Fee (LSF), a graded charge calculated on the amount and the period of delay, which regularises a delayed report. A genuine contravention of FEMA is dealt with under Section 13, which can mean a penalty of up to three times the amount involved or Rs. 2 lakh where it is not quantifiable, with a further Rs. 5,000 per day while the default continues; such contraventions can be compounded with the RBI. On the policy side, Press Note 2 of 2026 eased some land-border FDI, allowing small, non-controlling investments through the automatic route, and the ECB framework was updated by the ECB (First Amendment) Regulations, 2026. Because the rules and routes change, each transaction should be checked against the current position before filing.
| Form | Purpose | Timeline |
| FC-GPR | Issue of shares to non-resident. | 30 days. |
| FC-TRS | Transfer of shares. | 60 days. |
| FLA Return | Foreign assets and liabilities. | By 15 July. |
| Form ODI | Overseas direct investment. | On investment. |
| Form ECB | External borrowings. | Monthly ECB-2. |
What is FEMA compliance?
It is the reporting of cross-border transactions, foreign investment, overseas investment, and external borrowing, to the Reserve Bank of India under the Foreign Exchange Management Act, 1999.
What is FC-GPR?
FC-GPR is the form filed on the FIRMS portal when a company issues shares to a non-resident investor, due within 30 days of the allotment.
What is the FLA return?
The FLA return is the annual return of foreign liabilities and assets, filed on the FLAIR portal by 15 July by every company holding foreign assets or liabilities.
What is the automatic route?
Under the automatic route, most sectors allow foreign investment with only reporting to the RBI, while sensitive sectors need prior government approval.
What happens if a filing is late?
A late filing attracts a Late Submission Fee, and a genuine contravention is dealt with under Section 13, with penalties that can be compounded with the RBI.
How are shares priced for FDI?
Shares issued to non-residents must be priced at fair value under the NDI Rules, 2019, certified by a SEBI-registered merchant banker or a chartered accountant.
