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FC-GPR filing with RBI for FDI

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FC-GPR filing with RBI for FDI

Contributed By: Pooja Jain
Email id: Pooja@simplybiz.in

What is FC-GPR 

FC-GPR, which stands for Foreign Currency Gross Provisional Return. This filing requirement comes into play when a business entity secures Foreign Direct Investment (FDI) and subsequently allocates shares to a foreign investor. The purpose of the FC-GPR form is to report this specific transaction to the RBI. 

In essence, FC-GPR serves as a formal reporting mechanism that ensures transparency and regulatory compliance for foreign investment activities involving the issuance of shares to overseas investors. 

Where to file 

Form FC-GPR is submitted through the FIRM’s portal of RBI, which serves as a platform for filing Foreign Investment Returns. This portal accommodates reporting of various forms of foreign investments. You may access the same by clicking the link: https://firms.rbi.org.in/firms/faces/pages/login.xhtml  

Time Frame for filing form:

The Investee Company is required to report the transaction of issuing its securities to the non-resident investor within 30 days from the date of allotment/date of remittance (In case filing is for Subscriber to the Memorandum)

Process of filing form:

1. Entity User:

What is Entity User: 

. An Entity User is an individual authorized by the entity (company/ LLP/startup) to carry out the registration process within the Entity Master of the FIRMS application.
. The designated Entity User holds the exclusive responsibility for entering and updating foreign investment information for an Entity in the Entity Master, ensuring data accuracy.
. Each entity is limited to a single Entity User, who serves as the sole authorized representative for that entity’s foreign investment reporting.
. It is possible for an individual to serve as the Entity User for multiple entities. However, this requires separate registrations for each entity, as the registration is specific to each entity’s reporting requirements. 

Creation of Entity User: 

To create an Entity User on the RBI FIRMS portal, follow these steps: 

  1. Visit the RBI FIRMS portal. 
  2. Locate the designated section for creating an Entity User account. 
  3. Click on the provided link to access the Entity User registration page. 
  4. Input the necessary information as prompted in the registration form. 
  5. Ensure all mandatory attachments are appropriately attached to the registration form. 
  6. Complete the registration process by submitting the form. 
  7. Once submitted, the system will generate and confirm the creation of your Entity User account. 

2. Filling of Entity Master: 

After successfully creation of your Entity User account, the next step involves logging in using the provided Entity User credentials provided by RBI. During your initial login, it is essential to modify the default password that was generated by the RBI. Replace it with a new password of your choice. Subsequently, access the portal using the updated credentials and commence the process of filling in your Entity Master details. 

Please follow the following steps to fill out Entity Master: 

  1. After logging in successfully, navigate to the “Master Setup” section in the menu. From there, select “Entity Master” and then click the “ADD” button. 
  2. The screen will display various tabs. Proceed to fill in the required information within each tab. 
  3. Once all mandatory details have been provided, the “Submit” button will become active. Click on the “Submit” button. 
  4. Upon successful submission of the company’s details, you will find the information available on the Entity Master page. Please note that there will be no email acknowledgment sent for the submission in the Entity Master.

Note: 

  • Ensure accurate and consistent completion of all information in a single instance. 
  • To ensure accurate details are filled in the tabs, kindly refer to the user manual provided on the RBI FIRMS portal for guidance. 
  • Please note that once submitted, Entity Master information cannot be edited. 

If any correction needs to be done to the Entity Master details, it will be done through mail to both fedsupport@rbi.org.in and helpfirms@rbi.org.in 
This email should be dispatched from the registered email address of the respective entity. 

3. Business User: 

What is Business User: 

A Business User (BU) is an authorized individual designated by the Reporting Company to report transactions to the RBI using the Single Master Form on the FIRM’s Portal. A BU’s login credentials are specific to the entity that has granted them authorization to report transactions. BU credentials are limited to the entity they are assigned to. 

Creation of Business User: 

To create a Business User on the RBI FIRMS portal, follow these steps: 

  1. Visit the RBI FIRMS portal. 
  2. Locate the designated section for creating a Business User account. 
  3. Click on the provided link to access the Business User registration page. 
  4. Input the necessary information as prompted in the registration form. 
  5. Ensure all mandatory attachments are appropriately attached to the registration form. 
  6. Complete the registration process by submitting the form. 
  7. Once submitted, the system will generate and confirm the creation of your Business User account. 

Documents Required: 

  1. Authority Letter for Business User (Format given in User Manual provided on RBI Firms portal) 
  2. PAN Card of Authorised Signatory/Business User 

4. Single Master Form (SMF): 

  1. Upon successful creation of the Business User, you will receive the default credentials for the Business User account from RBI. 
  2. Log in to the account using the provided credentials and proceed to change the default password. 
  3. After changing the password, access the portal using the updated Business User credentials. 
  4. Once logged in, proceed to the “File Return” section within the portal. 
  5. In the “File Return” section, choose the FC-GPR option under the specified “File Return” type. 
  6. Click on “Add new Return” to initiate the process of filing the FC-GPR form, and follow the subsequent steps accordingly. 

 5. Filling form FC-GPR: 

Once you start filing there will be certain Tabs to be filled. Fill in each and every tab. Refer Business user manual provided on the RBI Firms portal for any sort of references.  

A. Entity Details: 
The Investee Company’s CIN, Company Name, and PAN details are pre-filled, while other details like, entry route and sectoral cap/statutory ceiling need to be filled manually. 

B. Issue Details: 
Details with regard to the issue for which this form is filled need to be entered, like the date of issue, Nature of issue, etc. 

C. Foreign Investor Details: 
To begin, you need to enter the number of foreign investors for whom the form is being filed.

. General details: 
This involves details like name, address, and Constitution/nature of the investing entity. 

. Particulars Of Issue/Allotment to Each Investor: 
This requires information such as instrument type, quantity, face value, premium, issue price, conversion ratio, consideration, etc. After entering these details, click on “Add issue particular.” 

. Mode of Payment: 
This step requires information such as the Mode of payment and the Name and address of the AD Bank. Additionally, we will need to attach the FIRC and KYC documents received from the AD Bank. 

Note: If funds are received from an NRE account, the Bank will issue an NRE Letter instead of a FIRC. 

. Investment Details: 
This field will be automatically populated based on the information entered above. 

Once all these details are completed, click on the “Add Investor” tab located at the beginning of the foreign investor details section. In case there is more than one investor, you should begin filling in all the details again starting from the general details section. 

D. Amount of the Issue: 

This section will be automatically populated based on the information provided in the previous sections. 

E. Particulars of the Issue: 

Most of the details will be auto-populated here. We need to input the Fair Value as indicated in the Valuation report from the SEBI registered Merchant Banker/Chartered Accountant, as applicable. The Valuation Report should be attached in the Valuation Certificate Tab. Lastly, a declaration by the applicant will also be required. 

After selecting the declaration box, a space for CS Certificate/Other attachments will appear. Please upload all the required documents along with the CS certificate, consolidated within this tab. The Maximum size of the consolidated document is 1Mb.  

F. Shareholding Pattern: 

 This table will automatically populate with the data entered in the Entity Master form and the preceding sections. 

Once all this is filled, click on “Save and Submit”. 

Necessary Documents:

  1. Copy of FIRC/ NRE letter 
  2. Copy of KYC. A KYC document must have below mentioned 6 points:

    . Registered Name of the Remitter / Investor (Name, if the investor is an Individual)
    . Registered Address
    . Registration Number (Unique Identification Number* in case remitter is an Individual)
    . Name of the Remitter’s Bank
    . Remitter’s Bank Account No
    . Period of banking relationship with the remitter
     
  3. Declaration by an authorized representative of the Indian Company as per format provided in. 
  4. CS Certificate as per format given in the RBI user manual stating that all requirements have been complied with. 
  5. Valuation Report by Chartered Accountant/Merchant Banker – The valuation report shall not be more than 90 days before the date of issue. 
  6. Debit Authority Letter 
  7. Excess Amount Declaration (Applicable when the remitted amount exceeds the consideration amount.) 
  8. Board Resolution for issue. 
  9. Applicable when the remitted amount exceeds the consideration amount. 
  10. In case of CCD/CCPS – Term and condition of issue of CCPS/CCD. 

NOTE:  

Please ensure that you consistently refer to the most current format of the CS Certificate and Declarations as outlined in the Business User Manual provided on the FIRMS portal of the Reserve Bank of India (RBI).  https://firms.rbi.org.in/firms/faces/pages/login.xhtml#  

Additional Document (May attach): 

  1. Covering letter 
  2. Form PAS 3 and its Challan 
  3. Press Note 3 (This document needs to be attached when the filing if with regard to subscriber to the Memorandum) 
  4. Any other Document if required 

Late Submission Fees: 

If the form is not filled within the specified period, then a Late submission fee will be levied that depend on the discretion of the RBI.  

By following the above-mentioned steps, you would be able to file Form FC-GPR with RBI without any hassle. Ensure filing the form before the due date. In case of any query related to the same, contact SimplyTransact, it is a solution that offers comprehensive and end-end management on any type of Fund Raising and related Compliance under Companies Act and Fema.  

Our product SimplyTransact is just meant for you. Please reach out to our Product Head– Ms. Shilpa Agarwal at the mail ID shilpa@simplybiz.in or SimplyTransact@simplyBiz.in  to know more. 

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