Foreign Collaboration- General Permission Route

FCGPR is required to be filed with the RBI for issue of shares through Bonus/Right issue by an Indian company to a person resident outside India/body corporate incorporated outside India.

Website: https://firms.rbi.org.in/firms/

Due date for filling: Within 30 days from the date of issue of shares

TYPE OF REGISTRATION:

• Entity User Registration- (If an entity is registering itself for filing)

To fill in details regarding the entity

• • Name
  • User name (which should be unique)
  • E-mail address
  • Phone no.
  • Entity Name and Type
  • PAN of Authorised Person
  • Address of Entity
  • Company CIN/LLPIN
  • Regional office name
  • Authority Letter (draft available on website)

• Business User Registration- (If an individual is registering itself for filing)

To fill in the following details namely

• • Name
  • User name (which should be unique)
  • E-mail address
  • Phone no.
  • Address
  • IFSC Code of the Bank branch to whom the reporting would be made.
  • Authority letter as an attachment (draft available on website)
• After filling the details, the BU has to submit the form.
• After BU submits the registration form, the same will have to be verified by the AD Bank Branch concerned. The approval/ rejection of the same would be communicated through email notification to the BU.

DOCUMENTATION REQUIRED TO BE SUBMITTED WITH FC-GPR FORM:

• KYC Report for the beneficiary if the beneficiary and remitter are different entities.
• CS Certificate
• Certificate from SEBI registered Merchant Banker/ Chartered Accountant indicating the manner of arriving at the price of the shares issued to the persons resident outside India (Valuation Report)
• FIRC Certificate
• Board resolution.
• Memorandum of Association (if applicable)
• Copy of FIPB approval (if required).
• Copy of Agreement/Board resolution from the investor company for issue and allotment of shares to the foreign investors, other than remitter.
• Reason for delay in submission (if required.)

Note: The above attachments have to be attached in a combined file not exceeding 1MB.

STEPS FOR FILING FC-GPR:

• Step 1: Registration for Business User. (Given above)
• Step 2: Logging in to firms.

For logging in to FIRMS go to the website https://firms.rbi.org.in by using User Name and default password given via an email, the BU will be able to set a new password. Logging in to FIRMS will lead the BU to his/her workspace.

• Step 3: Logging in to Single Master Form and reach out to your workspace.
• Step 4: Select the Return type.

On single Master Form, Click on the drop down menu “Return Type” where you will be able to see different types of forms Select “Form FC-GPR” and click on the Add new return. The user will be taken to form FC-GPR. Where certain details will be pre-filled like CIN, Company name, Pan Number etc. while some details like entry route and applicable sectoral cap/statutory ceiling will have to be filled

• Step 5: Fill in the Common Investment details such as shareholding pattern, date of issue etc
• Step 6: Issue Details.

Details such as Date of Issue, Nature of Issue, Initial FC-GPR Reference No. in case of subsequent filing.

Note: Whether the change in the shareholding pattern due to this transaction being reported has already been accounted in the pre transaction shareholding pattern. Here YES/NO is to be selected. Here NO should be selected as the current shareholding pattern is being reported now which shall be added to the existing shareholding pattern of the shareholder and has not been accounted in the pre transaction shareholding pattern.

• Step 7: Foreign Investment Details such as Number of investors General details like Name Address Country of residence Constitution/nature of the investing entity
• Step 8: Amount of Issue. Fill in the total amount of inflow and the total amount for which the capital instruments have been issued.
• Step 9: Particulars of Issue.

The next step for reporting the Form FC-GPR to the RBI the next set of details would be particulars of issues. There would be an auto populated table for the consolidated particulars of issue. Fair value of issue in rupees to be filled in as per the valuation certificate issued by the authorised person along with the attachment as “valuation certificate”.  And lastly, there would be a declaration by the BU.

• Step 10: Shareholding Pattern.

Value of equity shares (on a fully diluted basis) other than Foreign Portfolio Investment and indirect foreign investment or Value of Capital contribution/profit shares, Foreign Portfolio Investment, and Indirect foreign investment- Value of equity shares (on a fully diluted basis)

Pre transaction values are auto-populated from the Entity Master (tab 3)

Post transaction values are auto-calculated based upon the details provided in the form. Post transaction=Pre transaction value of shares + Value of shares reported in the form.  The Business user shall ensure that the details are correctly filled in the form, so that the shareholding pattern which is auto- calculated is correct.

• Step 11: Submitting the Form.

After filling in all details, click on the Save and Submit for submitting the form.