FAQs

FOREIGN INVESTOR RELATED
What is FDI?

What is FDI?

‘FDI’ means investment by non-resident entity/person resident outside India in the capital of an Indian company under Schedule 1 of Foreign Exchange Management (Transfer or Issue of Security by a Person Resident Outside India) Regulations, 2000 (Original notification is available at https://rbi.org.in/Scripts/BS_FemaNotifications.aspx?Id=174 Subsequent amendment notifications are available at https://rbi.org.in/Scripts/BS_FemaNotifications.aspx).

Who is a Non Resident Indian (NRI)?

Who is a Non Resident Indian (NRI)?

A ‘Non-resident Indian’ (NRI) is a person resident outside India who is a citizen of India.

Who is a person of Indian origin (PIO)?

Who is a person of Indian origin (PIO)?

A ‘Person of Indian Origin (PIO)’ is a person resident outside India who is a citizen of any country other than Bangladesh or Pakistan or such other country as may be specified by the Central Government, satisfying the following conditions: (i) Who was a citizen of India by virtue of the Constitution of India or the Citizenship Act, 1955 (57 of 1955); or (ii) Who belonged to a territory that became part of India after the 15th day of August, 1947; or (iii) Who is a child or a grandchild or a great grandchild of a citizen of India or of a person referred to in clause (a) or (b); or (iv) Who is a spouse of foreign origin of a citizen of India or spouse of foreign origin of a person referred to in clause (a) or (b) or (c). PIO included Overseas Citizen of India (OCI)

What are the ways in which a foreigner can set up business in India?

What are the ways in which a foreigner can set up business in India?

A foreign company can set up business in India via Foreign Direct Investment (FDI) either by incorporating an Indian company, under the Companies Act, 2013 (as a Joint Venture or a Wholly Owned Subsidiary) or as a Foreign Company (by setting up a Liaison Office, Project Office or a Branch Office of the foreign company) which can undertake activities permitted under the Foreign Exchange Management (Establishment in India of branch office or other place of business) Regulations, 2000. One can also set up an Indian company by setting up a Limited Liability Partnership (LLP) subject to provisions of LLP Act, 2008. It may be noted that FDI is permitted under automatic route in LLPs operating in sectors/activities where 100% FDI is allowed, through the automatic route and there are no FDI-linked performance conditions.

There are different criteria, application procedures, remittance rules and reporting requirement for each form of investment. For details regarding the eligibility, permitted activities, sectoral caps, investment routes and regulatory requirements etc., one can access the latest “Consolidated FDI Policy Circular” dated June 07, 2016 which is available in the public domain and can be downloaded from the website of Ministry of Commerce and Industry, Department of Industrial Policy and Promotion – http://dipp.nic.in/English/policies/FDI_Circular_2016.pdf. Press notes with details on any subsequent amendments are available at http://dipp.nic.in/English/acts_rules/Press_Notes.aspx

What are the permitted activities if I want to set up a Branch office in India?

What are the permitted activities if I want to set up a Branch office in India?

Foreign Companies can set up their operations in India through setting up a Liaison Office/Representative Office (LO), Project Office (PO) or Branch Office (BO) with specified permitted activities. As we understand, you wish to set up a branch office in India and would like to highlight that BO can be set up by companies engaged in manufacturing and trading activities abroad. The permitted activities include export/import of goods; rendering professional or consultancy services; carrying out research work, in which the parent company is engaged; promoting technical or financial collaborations between Indian companies and parent or overseas group company; representing the parent company in India and acting as buying/selling agents in India; rendering services in information technology and development of software in India; rendering technical support to the products supplied by the parent/group companies and foreign airline/shipping company. BO are permitted to remit profits net of applicable taxes and on submission of requisite documents.

What is the process to set up LO/BO/PO in India?

What is the process to set up LO/BO/PO in India?

For setting up of LO/BO/PO, one would need to make an application (Form FNC) to an AD Category 1 bank Form FNC along with supporting documents. The bank scrutinizes the documents and provided the approval for setting up office. Further, AD Category 1 bank can directly approve application by entity resident outside India whose principal business falls under sectors where 100% FDI is allowed. However, in some cases prior approval of RBI is required for instance where the principal business of the applicant falls in the 4 sectors namely defence, telecom, private security and information and broadcasting or where the applicant is a non-government organisation (NGO), a Non-Profit Organisation, or a Body/Agency/Department of a foreign government. Post the approval, the bank intimated RBI who then issues a Unique identification number for the office. The investor can then open the office after a few registrations as applicable for instance, registration with registrar of companies or for obtaining PAN from income tax authorities. The validity for a LO is 3 years (except for NBFCs and those engaged in constructions and development sectors where validity is for 2 years only with no further extension) and the validity for PO is for tenure of the project. In case LO/BO/PO is not opened within 6 months from date of approval letter - the approval shall lapse. A further 6 months extension permitted in certain cases by AD- Category 1 bank. Any further extension requires RBI approval.

How can an Indian company receive foreign investment?

How can an Indian company receive foreign investment?

An Indian company may receive FDI under the two routes (i) Automatic Route without prior approval either of the Government or the Reserve Bank of India in all activities/sectors as specified in the consolidated FDI Policy, issued by the Government of India from time to time or (ii) Government Route for FDI in activities that require prior approval of the Government which are considered by the Foreign Investment Promotion Board (FIPB), Department of Economic Affairs, Ministry of Finance. Application can be made in Form FC-IL, which can be downloaded from http://www.dipp.gov.in. Plain paper applications carrying all relevant details are also accepted. No fee is payable.

What are the instruments for receiving foreign investment in an Indian company?

What are the instruments for receiving foreign investment in an Indian company?

An Indian company can receive foreign investment by issue of the following “FDI compliant instruments”:

  1. Equity shares issued in accordance with the provisions of the Companies Act, 2013;
  2. Fully and mandatorily convertible preference shares, and fully and mandatorily convertible debentures - The price/conversion formula of convertible instruments should be determined upfront at the time of issue of the instruments and should not in any case be lower than the fair value worked out, at the time of issuance of such instruments, in accordance with FEMA 2000. The optionality clause is allowed s.t. certain conditions such as minimum lock-in period of 1 year or as prescribed for a specific sector (whichever is higher) and exit (s.t. FDI policy provisions) but without any option or right to exit at an assured price as per pricing/valuation guidelines issued by RBI from time to time;
  3. Partly paid equity shares and warrants issued by an Indian company in accordance with the provision of the Companies Act, 2013 and the SEBI guidelines, as applicable
  4. Issue of Depository Receipts and Foreign Currency Convertible Bonds counted towards FDI
  5. Non-convertible/optionally convertible/partially convertible preference shares issued as on and up to April 30, 2007 and optionally convertible/partially convertible debentures issued up to June 7, 2007 till their original maturity are reckoned to be FDI compliant instruments. Non-convertible/optionally convertible/partially convertible preference shares issued after April 30, 2007 and optionally convertible/partially convertible debentures issued after June 7, 2007 shall be treated as debt and shall require conforming to External Commercial Borrowings guidelines regulated under Foreign Exchange Management (Borrowing and Lending in Foreign Exchange Regulations), 2000, as amended from time to time.
What are the other modes of issues of shares for which general permission is available?

What are the other modes of issues of shares for which general permission is available?

FDI compliant instruments, as applicable can be issued by Indian companies as follows:

  1. ESOP
  2. Sweat Equity
  3. Bonus
  4. Rights
  5. Swap of Shares
  6. On merger/ de-merger/ amalgamation etc of Indian companies
  7. Against any other funds payable to a person resident outside India, the remittance of which does not require the prior approval of the Reserve Bank or the Government of India
Can foreign investor invest in shares not listed on any recognized stock exchange of India but issued by a company in India?

Can foreign investor invest in shares not listed on any recognized stock exchange of India but issued by a company in India?

Yes. As per the regulations/guidelines issued by the Reserve Bank of India/Government of India, investment can be made in not listed on any recognized stock exchange of India. The price of the shares should not be less than the fair valuation of shares done by a SEBI registered Merchant Banker or a Chartered Accountant as per any internationally accepted pricing methodology on arm’s length basis. However, where non-residents (including NRIs) are making investments in an Indian company in compliance with the provisions of the Companies Act, as applicable, by way of subscription to its Memorandum of Association, such investments may be made at face value subject to their eligibility to invest under the FDI scheme

What are the modes of payment allowed to receive FDI in an Indian company?

What are the modes of payment allowed to receive FDI in an Indian company?

Indian company issuing shares/convertible debentures under FDI Scheme to a person resident outside India shall receive the amount of consideration required to be paid for such shares/convertible debentures by:

  1. Inward remittance through normal banking channels
  2. Debit to NRE/FCNR (B) account of a person concerned maintained with an AD category I bank
  3. Debit to non-interest bearing Escrow account in Indian Rupees in India which is opened with the approval from AD Category – I bank and is maintained with the AD Category I bank on behalf of residents and non-residents towards payment of share purchase consideration
  4. Conversion of royalty/lump sum/technical know-how fee due for payment or conversion of ECB, shall be treated as consideration for issue of shares
  5. Conversion of import payables/pre incorporation expenses/share swap can be treated as consideration for issue of shares with the approval of FIPB
  6. Conversion of pre-incorporation/pre-operative expenses incurred by the a non-resident entity up to a limit of 5% of its capital or USD 500,000 (whichever is less)
  7. Against any other funds payable to a person resident outside India, the remittance of which does not require the prior approval of the Reserve Bank or the Government of India: and
  8. Swap of capital instruments, provided where the Indian investee company is engaged in a Government route sector, prior Government approval shall be required
What is the process of reporting FDI received in my company?

What is the process of reporting FDI received in my company?

On receipt of funds from foreign entity, the Indian company would need to report the details to the Regional RBI office within 30 days of receipt in the Form ARF through an AD Category I bank as well as allocate shares within 180 days of receipt of the amount. Post issue of shares, a duly filled-in Form FC-GPR needs to be submitted not later than 30 days from date of issue of shares.

Are there any restrictions on the sectors for FDI in India?

Are there any restrictions on the sectors for FDI in India?

Yes. Investments by non-residents can be permitted in the capital of a resident entity in certain sectors/activity with entry conditions. Such conditions may include norms for minimum capitalization, lock-in period, etc. as per the latest FDI policy.

Which are the eligible investment entities that can attract FDI in India?

Which are the eligible investment entities that can attract FDI in India?

The eligible instruments for FDI include:

  1. Indian companies can issue capital against FDI
  2. NRI/PIO resident outside India can invest in Partnership Firm/Proprietary Concern on non-repatriation basis; NRIs/PIO may seek prior permission of Reserve Bank for investment in sole proprietorship concerns/partnership firms with repatriation option. The application will be decided in consultation with the Government of India
  3. Non-Residents (other than NRI/PIO) may make an application and seek prior approval of RBI for making investment in the capital of a firm or a proprietorship concern or any association of persons in India. The application will be decided in consultation with the Government of India.
  4. Trusts - FDI is not permitted in Trusts other than in ‘VCF’ registered and regulated by SEBI and ‘Investment vehicle’
  5. Limited Liability Partnerships (LLP) s.t. certain conditions
  6. vi. Investment vehicles registered and regulated under relevant regulations framed by SEBI or any other authority designated for the purpose including Real Estate Investment Trusts (REITs) governed by the SEBI (REITs) Regulations, 2014, Infrastructure Investment Trusts (InvIts) governed by the SEBI (InvIts) Regulations, 2014, Alternative Investment Funds (AIFs) governed by the SEBI (AIFs) Regulations, 2012 and notified under Schedule 11 of Foreign Exchange Management (Transfer or Issue of Security by a Person Resident outside India) Regulations, 2000 are permitted to receive foreign investment from a person resident outside India (other than an individual who is citizen of or any other entity which is registered / incorporated in Pakistan or Bangladesh), including an Registered Foreign Portfolio Investor (RFPI) or a non-resident Indian (NRI)
Are the investments and profits earned in India repatriable?

Are the investments and profits earned in India repatriable?

All foreign capital invested in India is generally allowed to be repatriated along with capital appreciation, if any, after payment of taxes due, except in cases where the investment is made or held on non-repatriation basis or where the sectoral condition specifically mentions non-repatriation. Repatriation is governed by the provisions of the Foreign Exchange Management (Current Account Transactions) Rules, 2000, as amended from time to time.

  1. Repatriation of Interest: Interest on fully, mandatorily & compulsorily convertible debentures is also freely repatriable without any restrictions (net of applicable taxes)
  2. Repatriation of Dividend: Dividends are freely repatriable without any restrictions (net after Tax deduction at source or Dividend Distribution Tax, if any, as the case may be). The repatriation is governed by the provisions of the Foreign Exchange Management (Current Account Transactions) Rules, 2000, as amended from time to time.

Further, dividends/ profits (net of applicable taxes), on foreign investments, being current income can be remitted outside India through an Authorised Dealer bank.

Can a foreigner set up a partnership/proprietorship concern in India?

Can a foreigner set up a partnership/proprietorship concern in India?

No. Only NRIs are allowed to set up partnership/proprietorship concerns in India on non-repatriation basis.

What are the conditions for repatriation for NRI/PIO in India?

What are the conditions for repatriation for NRI/PIO in India?

  1. A Non-Resident Indian (NRI) or a Person of Indian Origin (PIO) resident outside India can invest in the capital of a firm or a proprietary concern in India on non-repatriation basis provided;
    • Amount is invested by inward remittance or out of NRE/FCNR (B)/NRO account maintained with authorized dealers/authorized banks.
    • The firm or proprietary concern is not engaged in any agricultural/plantation or real estate business or print media sector.
    • Amount invested shall not be eligible for repatriation outside India.
  2. Investments with repatriation option: NRIs/PIO may seek prior permission of Reserve Bank for investment in sole proprietorship concerns/partnership firms with repatriation option. The application will be decided in consultation with the Government of India.
FOREIGN DIRECT INVESTMENT RELATED
Who are the eligible investors under FDI?

Who are the eligible investors under FDI?

  1. A non-resident entity can invest in India, subject to FDI Policy except in those sectors/activities which are prohibited. However, a citizen of Bangladesh or an entity incorporated in Bangladesh can invest only under the Government route. Further, a citizen of Pakistan or an entity incorporated in Pakistan can invest, only under the Government route, in sectors/activities other than defence, space and atomic energy and sectors/activities prohibited for foreign investment.
  2. NRIs resident in Nepal and Bhutan as well as citizens of Nepal and Bhutan are permitted to invest in the capital of Indian companies on repatriation basis.
  3. Erstwhile OCBs that are incorporated outside India and are not under adverse notice of RBI can make fresh investments under FDI Policy as incorporated non-resident entities.
  4. A company, trust and partnership firm incorporated outside India and owned and controlled by NRIs can invest in India with the special dispensation as available to NRIs under the FDI Policy.
  5. Foreign Institutional Investor (FII) and Foreign Portfolio Investors (FPI) may in terms of Schedule 2 and 2A of FEMA (Transfer or Issue of Security by Persons Resident Outside India) Regulations, as the case may be, respectively, invest in the capital of an Indian company under the Portfolio Investment Scheme.
  6. A SEBI registered Foreign Venture Capital Investor (FVCI) may contribute up to 100% of the capital of an Indian company engaged in any activity mentioned in Schedule 6 of Notification No. FEMA 20/2000, including start-ups irrespective of the sector in which it is engaged, under the automatic route.
  7. A non-resident Indian may subscribe to National Pension System governed and administered by Pension Fund Regulatory and Development Authority (PFRDA), provided such subscriptions are made through normal banking channels and the person is eligible to invest as per the provisions of the PFRDA Act. The annuity/accumulated saving will be repatriable.

Please refer to section 3.1 of Consolidated FDI Policy at http://dipp.nic.in/English/Policies/FDI_Circular_2016.pdfhttp://dipp.nic.in/English/Policies/FDI_Circular_2016.pdf for more information

What are the type of instruments that can be used under FDI?

What are the type of instruments that can be used under FDI?

  1. Indian companies can issue equity shares, fully, compulsorily and mandatorily convertible debentures and fully, compulsorily and mandatorily convertible preference shares subject to pricing guidelines/valuation norms prescribed under FEMA Regulations.
    Optionality clauses are allowed in equity shares, fully, compulsorily and mandatorily convertible debentures and fully, compulsorily and mandatorily convertible preference shares under FDI scheme, subject to conditions stipulated in Annexure 2 of FDI Policy 2016
  2. Other types of Preference shares/Debentures i.e. non-convertible, optionally convertible or partially convertible for issue of which funds have been received on or after May 1, 2007 are considered as debt. Accordingly all norms applicable for ECBs relating to eligible borrowers, recognized lenders, amount and maturity, end-use stipulations, etc. shall apply.
  3. The inward remittance received by the Indian company vide issuance of DRs and FCCBs are treated as FDI and counted towards FDI.
  4. An Indian company may issue warrants and partly paid shares to a person resident outside India subject to terms and conditions as stipulated by the Reserve Bank of India in this behalf, from time to time.
  5. Issue of Foreign Currency Convertible Bonds (FCCBs) and Depository Receipts(DRs)
    Two-way Fungibility Scheme and Sponsored ADR/GDR issue may also be done

Please refer to Annexure-2 of Consolidated FDI Policy at http://dipp.nic.in/English/Policies/FDI_Circular_2016.pdf for more information

What is the procedure for receiving Foreign Direct Investment in an Indian company?

What is the procedure for receiving Foreign Direct Investment in an Indian company?

An Indian company may receive Foreign Direct Investment under the two routes as given under:

  1. Automatic Route
    • FDI is allowed under the automatic route without prior approval either of the Government or the Reserve Bank of India in all activities/sectors as specified in the consolidated FDI Policy, issued by the Government of India from time to time.
  2. Government Route
    • FDI in activities not covered under the automatic route requires prior approval of the Government which are considered by the Foreign Investment Promotion Board (FIPB), Department of Economic Affairs, Ministry of Finance.
    • The Indian company having received FDI either under the Automatic route or the Government route is required to comply with provisions of the FDI policy including reporting the FDI to the Reserve Bank

Please refer to section 3.4 of Consolidated FDI Policy at http://dipp.nic.in/English/Policies/FDI_Circular_2016.pdf for more information

What is meant by 'Government Route'?

What is meant by 'Government Route'?

‘Government route’ means that investment in the capital of resident entities by non-resident entities can be made only with the prior approval of Government (FIPB, Department of Economic Affairs (DEA), Ministry of Finance or Department of Industrial Policy & Promotion, as the case may be).

What are the various levels of approvals under Government Route?

What are the various levels of approvals under Government Route?

The Minister of Finance who is in charge of FIPB would consider the recommendations of FIPB on proposals with total foreign equity inflow of and below INR 5000 crore.

The recommendations of FIPB on proposals with total foreign equity inflow of more than INR 5000 crore would be placed for consideration of Cabinet Committee on Economic Affairs (CCEA).

The CCEA would also consider the proposals which may be referred to it by the FIPB/the Minister of Finance (in charge of FIPB).

Please refer to section 4.2 of Consolidated FDI Policy at http://dipp.nic.in/English/Policies/FDI_Circular_2016.pdf for more information

Which cases do not require fresh approval?

Which cases do not require fresh approval?

Companies may not require fresh prior approval of the Government i.e. Minister-in-charge of FIPB/CCEA for bringing in additional foreign investment into the same entity, in the following cases:

  1. Entities the activities of which had earlier required prior approval of FIPB/Cabinet Committee on Foreign Investment (CCFI)/CCEA and which had, accordingly, earlier obtained prior approval of FIPB/CCFI/CCEA for their initial foreign investment but subsequently such activities/sectors have been placed under automatic route;
  2. Entities the activities of which had sectoral caps earlier and which had, accordingly, earlier obtained prior approval of FIPB/CCFI/CCEA for their initial foreign investment but subsequently such caps were removed/increased and the activities placed under the automatic route; provided that such additional investment along with the initial/original investment does not exceed the sectoral caps;
  3. Additional foreign investment into the same entity where prior approval of FIPB/CCFI/CCEA had been obtained earlier for the initial/original foreign investment due to requirements of Press Note 18/1998 or Press Note 1 of 2005 and prior approval of the Government under the FDI policy is not required for any other reason/purpose; and
  4. Additional foreign investment into the same entity within an approved foreign equity percentage/or into a wholly owned subsidiary.

Please refer to section 4.3 of Consolidated FDI Policy at http://dipp.nic.in/English/Policies/FDI_Circular_2016.pdf for more information

Can an investor invest in any sector as FDI?

Can an investor invest in any sector as FDI?

There are different criteria, application procedures, remittance rules and reporting requirement for each form of investment. For details regarding the eligibility, permitted activities, sectoral caps, investment routes and regulatory requirements etc., one can access the latest “Consolidated FDI Policy Circular” dated June 07, 2016 which is available in the public domain and can be downloaded from the website of Ministry of Commerce and Industry, Department of Industrial Policy and Promotion – http://dipp.nic.in/English/policies/FDI_Circular_2016.pdf. A subsequent amendment to the Consolidated FDI Policy Circular 2016 was made through Press Note 5 of 2016 available at: http://www.dipp.gov.in/English/acts_rules/Press_Notes/pn5_2016.pdf
Which are sectors prohibited for foreign investment in India?

Which are sectors prohibited for foreign investment in India?

FDI is prohibited in:

  1. Lottery Business including Government/private lottery, online lotteries, etc.
  2. Gambling and Betting including casinos etc.
  3. Chit funds
  4. Nidhi company
  5. Trading in Transferable Development Rights (TDRs)
  6. Real Estate Business or Construction of Farm Houses
    ‘Real estate business’ shall not include development of townships, construction of residential /commercial premises, roads or bridges and Real Estate Investment Trusts (REITs) registered and regulated under the SEBI (REITs) Regulations 2014.
  7. Manufacturing of cigars, cheroots, cigarillos and cigarettes, of tobacco or of tobacco substitutes
  8. Activities/sectors not open to private sector investment e.g.(I) Atomic Energy and (II) Railway operations.
    Foreign technology collaboration in any form including licensing for franchise, trademark, brand name, management contract is also prohibited for Lottery Business and Gambling and Betting activities.

Please refer to section 5.1 of Consolidated FDI Policy at http://dipp.nic.in/English/Policies/FDI_Circular_2016.pdf for more information

Can a company issue Debentures as part of FDI in India?

Can a company issue Debentures as part of FDI in India?

Yes. Debentures that are fully and mandatorily convertible into equity within a specified time would be reckoned as part of share capital under the FDI Policy.

Can a foreign investor invest in shares issued by an unlisted company in India?

Can a foreign investor invest in shares issued by an unlisted company in India?

Yes. As per the regulations/guidelines issued by the Reserve Bank of India/Government of India, investment can be made in shares issued by an unlisted Indian company subject to compliance with FEMA provisions such as pricing, reporting, etc.

Is FDI permitted in Limited Liability Partnerships (LLPs) in India?

Is FDI permitted in Limited Liability Partnerships (LLPs) in India?

Yes, FDI in LLPs is permitted subject to the following conditions:

  1. FDI is permitted under the automatic route in Limited Liability Partnership (LLPs) operating in sectors/activities where 100% FDI is allowed, through the automatic route and there are no FDI-linked performance conditions.
  2. An Indian company or an LLP, having foreign investment, is also permitted to make downstream investment in another company or LLP in sectors in which 100% FDI is allowed under the automatic route and there are no FDI-linked performance conditions.
  3. FDI in LLP is subject to the compliance of the conditions of LLP Act, 2008.

Please refer to section 3.2.4 of Consolidated FDI Policy at http://dipp.nic.in/English/Policies/FDI_Circular_2016.pdf for more information

What are the conditions for FDI in Partnership Firm/Proprietary Concern in India?

What are the conditions for FDI in Partnership Firm/Proprietary Concern in India?

  1. A Non-Resident Indian (NRI) or a Person of Indian Origin (PIO) resident outside India can invest in the capital of a firm or a proprietary concern in India on non-repatriation basis provided:
    • Amount is invested by inward remittance or out of NRE/FCNR(B)/NRO account maintained with authorized dealers/authorized banks.
    • The firm or proprietary concern is not engaged in any agricultural/plantation or real estate business or print media sector.
    • Amount invested shall not be eligible for repatriation outside India.
  2. NRIs/PIO may seek prior permission of Reserve Bank for investment in sole proprietorship concerns/partnership firms with repatriation option. The application will be decided in consultation with the Government of India.
  3. A person resident outside India other than NRIs/PIO may make an application and seek prior approval of Reserve Bank for making investment in the capital of a firm or a proprietorship concern or any association of persons in India. The application will be decided in consultation with the Government of India. 

An NRI or PIO is not allowed to invest in a firm or proprietorship concern engaged in any agricultural/plantation activity or real estate business or print media.

Please refer to section 3.2.2 of Consolidated FDI Policy at http://dipp.nic.in/English/Policies/FDI_Circular_2016.pdf for more information

What is meant by Downstream Investment?

What is meant by Downstream Investment?

‘Downstream investment’ means indirect foreign investment, by an eligible Indian entity, into another Indian company/LLP, by way of subscription or acquisition.

What are the conditions for Downstream Investments by eligible Indian entities/LLPs?

What are the conditions for Downstream Investments by eligible Indian entities/LLPs?

Downstream investments by eligible Indian entities/LLPs will be subject to the following conditions:

  1. Such an entity is to notify SIA, DIPP and FIPB of its downstream investment in the form available at http://www.fipbindia.com within 30 days of such investment, even if capital instruments have not been allotted along with the modality of investment in new/existing ventures (with/without expansion programme);
  2. Downstream investment by way of induction of foreign investment in an existing Indian Company to be duly supported by a resolution of the Board of Directors as also a shareholders agreement, if any;
  3. Issue/transfer/pricing/valuation of capital shall be in accordance with applicable SEBI/RBI guidelines;
  4. For the purpose of downstream investment, the eligible Indian entities making the downstream investments would have to bring in requisite funds from abroad and not leverage funds from the domestic market. This would, however, not preclude downstream companies/LLPs, with operations, from raising debt in the domestic market. Downstream investments through internal accruals are permissible, subject to the provisions of paragraphs 3.8.3 and 3.8.4.1 of Consolidated FDI Circular 2016.

Please refer to section 3.8.4.2 of Consolidated FDI Policy at http://dipp.nic.in/English/Policies/FDI_Circular_2016.pdf for more information

EXTERNAL COMMERCIAL BORROWINGS RELATED
What is meant by External Commercial Borrowings (ECBs)?

What is meant by External Commercial Borrowings (ECBs)?

ECBs are commercial loans raised by eligible resident entities from recognised non-resident entities conforming to parameters such as minimum maturity, permitted and non-permitted end-uses, maximum all-in-cost ceiling, etc.

For more information: https://rbidocs.rbi.org.in/rdocs/notification/PDFs/15MDC8CEB9A7BDE64745B9BE1DCEC3293CA1.PDF

What is the ECB Framework?

What is the ECB Framework?

The framework for raising loans through ECB comprises the following three tracks:

  1. Track I: Medium term foreign currency denominated ECB with minimum average maturity of 3/5 years.
  2. Track II: Long term foreign currency denominated ECB with minimum average maturity of 10 years.
  3. Track III: Indian Rupee (INR) denominated ECB with minimum average maturity of 3/5 years.

Please refer to section 2.1 of https://rbidocs.rbi.org.in/rdocs/notification/PDFs/15MDC8CEB9A7BDE64745B9BE1DCEC3293CA1.PDF for more information

What are the various forms of ECB?

What are the various forms of ECB?

The various forms of ECB are:

  1. Loans including bank loans;
  2. Securitized instruments (e.g. floating rate notes and fixed rate bonds, non-convertible, optionally convertible or partially convertible preference shares/debentures);
  3. Buyers’ credit;
  4. Suppliers’ credit;
  5. Foreign Currency Convertible Bonds (FCCBs);
  6. Financial Lease; and
  7. Foreign Currency Exchangeable Bonds (FCEBs)

Please refer to section 2.2 of https://rbidocs.rbi.org.in/rdocs/notification/PDFs/15MDC8CEB9A7BDE64745B9BE1DCEC3293CA1.PDF for more information

What are the available routes for raising ECB?

What are the available routes for raising ECB?

ECBs can be raised either under the automatic route or under the approval route. For the automatic route, the cases are examined by the Authorised Dealer Category-I (AD Category-I) banks. Under the approval route, the prospective borrowers are required to send their requests to the RBI through their ADs for examination. While the regulatory provisions are mostly similar, there are some differences in the form of amount of borrowing, eligibility of borrowers, permissible end-uses, etc. under the two routes. While the first six forms of borrowing, mentioned Q3 can be raised both under the automatic and approval routes, FCEBs can be issued only under the approval route.

Please refer to section 2.3 of https://rbidocs.rbi.org.in/rdocs/notification/PDFs/15MDC8CEB9A7BDE64745B9BE1DCEC3293CA1.PDF for more information

What is the minimum Average Maturity Period of ECBs?

What is the minimum Average Maturity Period of ECBs?

  1. Track I
    • 3 years for ECB up to USD 50 Million or its equivalent.
    • 5 years for ECB beyond USD 50 Million or its equivalent.
    • 5 years for eligible borrowers (Companies in infrastructure sector, Non-Banking Financial Companies - Infrastructure Finance Companies (NBFCIFCs), NBFCs-Asset Finance Companies (NBFC-AFCs), Holding Companies and Core Investment Companies (CICs)) irrespective of the amount of borrowing.
    • 5 years for Foreign Currency Convertible Bonds (FCCBs)/Foreign Currency Exchangeable Bonds (FCEBs) irrespective of the amount of borrowing. The call and put option, if any, for FCCBs shall not be exercisable prior to 5 years.
  2. Track II: 10 years irrespective of the amount
  3. Track III: Same as under Track I.

Please refer to section 2.4.1 of https://rbidocs.rbi.org.in/rdocs/notification/PDFs/15MDC8CEB9A7BDE64745B9BE1DCEC3293CA1.PDF for more information

Who are the entities eligible to raise ECB ?

Who are the entities eligible to raise ECB ?

Track I  
  1. Companies in manufacturing and software development sectors
  2. Shipping and airlines companies
  3. Small Industries Development Bank of India (SIDBI)
  4. Units in Special Economic Zones (SEZs)
  5. Export Import Bank of India (Exim Bank) (only under the approval route)
  6. Companies in infrastructure sector, Non-Banking Financial Companies - Infrastructure Finance Companies (NBFCIFCs), NBFCs-Asset Finance Companies (NBFC-AFCs), Holding Companies and Core Investment Companies (CICs)
Track II  
  1. All entities listed under Track I
  2. Real Estate Investment Trusts (REITs) and Infrastructure Investment Trusts (INVITs) coming under the regulatory framework of the Securities and Exchange Board of India (SEBI)
Track III  
  1. All entities listed under Track II
  2. All Non-Banking Financial Companies (NBFCs) coming under the regulatory purview of the Reserve Bank
  3. NBFCs-Micro Finance Institutions, Not for Profit companies registered under the Companies Act, 1956/2013, Societies, trusts and cooperatives (registered under the Societies Registration Act, 1860, Indian Trust Act, 1882 and State-level Cooperative Acts/Multi-level Cooperative Act/State-level mutually aided Cooperative Acts respectively), Non Government Organisations (NGOs) which are engaged in micro finance activities.
  4. Companies engaged in miscellaneous services viz. research and development (R&D), training (other than educational institutes), companies supporting infrastructure, companies providing logistics services.
  5. Developers of Special Economic Zones (SEZs)/ National Manufacturing and Investment Zones (NMIZs).
 

Please refer to section 2.4.2 of https://rbidocs.rbi.org.in/rdocs/notification/PDFs/15MDC8CEB9A7BDE64745B9BE1DCEC3293CA1.pdf for more information

VISA RELATED
Do I need a visa to go to India?

Do I need a visa to go to India?

Yes, all foreigners except for nationals of Nepal, Bhutan and Maldives, need a visa to enter India. With regard to Maldives' nationals, a visa is required if intended stay in India would be longer than 90 days. Nationals of Nepal would need a visa , if they enter India via China. A citizen of Bhutan entering India by land or air does not require passport or visa for entry into India, unless entering India from a place other than Bhutan. In that case, passport is must. However, he/she must have a passport and visa for India if he/she is entering in India from China. For diplomatic and official passport holders, many nationalities are exempted from the Indian Visa. The detailed list can be accessed at http://mea.gov.in/bvwa.htm

How long does it take to process Indian visa (other than eTA)?

How long does it take to process Indian visa (other than eTA)?

In case you are applying for Visa other than tourist visa, it is recommended that you apply for your India visa 3 to 4 weeks before your travel date. Although the visa itself may only take a few days to process, it is always advisable to add as much of buffer time as possible in case any issues arises during the process. 

For Tourist visa (eTA), upon receipt of the Visa Application through Indian Visa Application Center or directly, the Indian Mission/ Post requires a minimum of three working days to process the case and issue a visa depending upon the nationality and excluding special cases.

Please refer to https://indianvisaonline.gov.in/visa/index.html for more information

Can I apply for India visa at the airport? What are other formalities at airport regarding visa?

Can I apply for India visa at the airport? What are other formalities at airport regarding visa?

No, it is not possible to apply for an India visa at the airport. Eligible citizens traveling for leisure/tourism purposes have the option to apply for an Indian eTA visa online, before they depart for India. Once visa is granted, citizens will have to get biometric information taken at the airport and the visa stamped on the passport on arrival in India.

What is an e-Tourist Visa (e-TV)?

What is an e-Tourist Visa (e-TV)?

e-Tourist Visa is a completely online application for which no facilitation is required by any intermediary/agents, etc. However its validity is 30 days and it is only valid for single entry into India. The e-Tourist visa allows for visa on arrival issuance only for arrival and departure from the airports in Ahmedabad, Amritsar, Bengaluru (Bangalore), Chennai, Cochin, Delhi, Gaya, Goa, Hyderabad, Jaipur, Kolkata, Lucknow, Mumbai, Tiruchirapalli, Trivandrum and Varanasi. If arriving or departing by land, by sea, or from any other airport or port of entry, please apply for a traditional Indian visa.

Please refer to https://indianvisaonline.gov.in/visa/tvoa.html for more information

Where I can find more information on visas to India?

Where I can find more information on visas to India?

More information on visa can be found on concerned Indian Mission and Indian Visa Application Centre (IVAC) as well as online visa portal (https://indianvisaonline.gov.in/visa/index.html). The instructions for filling the form and scheduling the appointment can be seen at Instructions for Regular Visa Application. Important technical information for filling online Indian visa application can be referred at Technical Instructions. The status of Visa Application can be seen on the link for Visa Enquiry (https://indianvisaonline.gov.in/visa/VisaEnquiry.jsp).

What is the Port of Arrival in India which is to be filled in the application form?

What is the Port of Arrival in India which is to be filled in the application form?

The port of arrival is the location at which you first enter India. Your port of arrival is the name of the city where you initially enter India.

What is the difference between single and multiple entries?

What is the difference between single and multiple entries?

A single entry visa allows you to visit India one time while the visa is valid. A multiple entry visa allows you to enter India several times within the validity period of the visa. The e-Visa is valid for one single entry, and for a maximum stay of 30 days. A traditional Indian visa normally allows multiple entries, and a stay of up to 90 days.

What activities are permissible under Tourist Visa?

What activities are permissible under Tourist Visa?

Tourist Visa can be granted to a foreigner whose sole objective of visiting India is recreation, sight seeing, casual visit to meet friends or relatives, attending a short-term yoga programme, etc. and no other purpose/ activity.

Please refer to http://mha1.nic.in/pdfs/MaterialTV_02062016_01.pdf for more information

How long will my application be available online?

How long will my application be available online?

You can print your Visa Application Form within 30 calendar days of completing it online. To access your completed online application, you are required to note your Web Reference number before you exit. An Email with this information will also be sent to your valid email id, if provided.  If your application is not submitted for processing within this time, the information will be purged out/deleted from the system and you will need to commence enter your details afresh. Visa Fees will not be refunded in this situation.

I made a mistake while filling up the online application. Is it possible to make corrections online?.

I made a mistake while filling up the online application. Is it possible to make corrections online?.

No, there is no possibility of making corrections online once you submit your application form. However, before you submit it you can make the necessary changes. You can apply at the following link https://indianvisaonline.gov.in/visa/info1.jsp

Is tourist visa valid from the date of my arrival in India?

Is tourist visa valid from the date of my arrival in India?

Tourist visas are valid from the date of issue, not from the date when you arrive in India.

Is it possible that the visa granted to me is for a lesser duration than I originally applied?

Is it possible that the visa granted to me is for a lesser duration than I originally applied?

Visas are issued at the Embassy’s or Consulate’s discretion. In some circumstances, visas will be issued for a period of time that is less than what was requested.

I would be changing flights/airports in India in order to travel to my final destination (say Nepal, Thailand, etc.) Do I need a visa to change flights/airport terminals?

I would be changing flights/airports in India in order to travel to my final destination (say Nepal, Thailand, etc.) Do I need a visa to change flights/airport terminals?

You need to apply for a Transit Visa if you are going to change from the International Terminal to the Domestic Terminal of any Indian Airport or if you are going to stay in an airport hotel even for a few hours. 

In case you remain within limits of the waiting area reserved for International Transit Passengers of the Indian Airport and are not going to cross Immigration Controls at any time, you do not need a transit visa. Please note: the maximum period of stay in India permitted for a Transit Visa is 72 hours/3 days for each entry and is issued only when Transit/Travel is by Air. The Transit Visa is valid for 15 days only.

Please visit http://boi.gov.in/content/transit-visa for more information

Can a foreign national holding ‘E’ visa coming for honorary work draw a salary?

Can a foreign national holding ‘E’ visa coming for honorary work draw a salary?

A foreign national coming as a volunteer for honorary work with the NGOs registered in the country, may be paid a salary up-to a ceiling of INR 10,000 per month

Please refer to http://mha1.nic.in/pdfs/ForeigD-ClarifEmpVISA-Guid.pdf for more information

What does the salary threshold limit of USD 25,000 per annum for employment visa include?

What does the salary threshold limit of USD 25,000 per annum for employment visa include?