Checklist For Filing of Form Fc-Trs

Checklist for filing of Form FC-TRS (Foreign Currency Transfer)
Check whether:
1. The transaction being reported is for transfer of Equity shares/Compulsorily Convertible

Preference shares/Convertible Debentures of an Indian Company from Resident to a
Non-Resident and vice versa through its authorized dealer bank. (AD Category-1) Bank.
2. Foreign Investment by means of transfer is subject to FDI sectoral policy (relating to sectoral caps
and entry is through automatic or approval route, pricing guidelines)
3. The transaction for transfer is reported in Form FC-TRS to the Authorized Dealer Bank within 60
days of transfer of capital instruments or receipt/remittance of funds whichever is earlier.
4.  Reporting is done in Form FC-TRS by the Indian resident whether transferor or transferee or
the person resident outside India holding capital instruments on a non-repatriable basis, as the
case may be.
 In case the shares are acquired by Non-resident investor on the stock exchanges under the FDI
Scheme, reporting is done by person resident outside India with AD Category-I Bank
5. The applicant reporting for the transaction has Registered for Entity User and for Business User
account at FIRMS Portal.
6.  The applicant has Logged into Single Master Form and reaches out to workspace.
 The applicant has selected the Return Type as FC-TRS.
7.  The applicant has filled the common investment details wherein certain details are pre-filled
like-
 CIN, Company name, PAN Number etc. while some other details like entry route and
applicable sectoral caps/statutory ceiling will have to be filled by the applicant.
 Other Details such as-
 Transfer by way of,
 Change in shareholding pattern if any.
 Transfer is made from and towards whom.
 Nature of transfer, Type of transfer and
 The Details of Buyer or Seller in case transfer by sale or Donor or Donee details in case transfer
by way of gift is filled in the following tab of Form FC-TRS.
8. Particulars of Transfer: The details of transfer are filled like-
 Type of Capital Instruments.
 Number of instruments.
 Conversion ratio.
 Number of equity shares on a fully diluted basis.
 Face Value.
 Transfer Price Per Instrument.
 Total Amount of Consideration and
 Fair Value of the capital instrument at the time of transfer.
9. Remittance details (Not applicable in case of transfer by gift) : The applicant has filled in
Remittance Details like-
 Mode of Payment.
 Name of Authorized Dealer Bank.
 Address of Authorized Dealer Bank, IFSC Code.
Made By:
CS Veena Vidhani &
CS Bhavesh Thadani Page | 1
 Amount received/remitted in Rupees.
 Tranche Number.
 Whether the transaction for which reporting is done is Last Tranche
 Which the remitter is different from foreign investor.
10. Pricing Guidelines:
In case transferred from a person resident in India to a person resident outside India, the price of
equity instruments of an Indian Company is not less than:
 The price worked out in accordance with SEBI guidelines in case of a Listed Indian Company.
 The price at which the preferential allotment of shares can be made under the SEBI guidelines,
as applicable, provided the same is determined for such duration as specified therein,
preceding the relevant date, which shall be the date of purchase or sale of shares.
 The valuation of equity instruments done as per any internationally accepted pricing
methodology for valuation on an arm’s length basis duly certified by a Chartered Accountant
or a Merchant Banker registered with SEBI or a practicing Cost Accountant, in case of an
unlisted Indian company.
In case transferred from a person resident outside India to a person resident in India, the price of
equity instruments of an Indian Company shall not exceed:
 The price worked out in accordance with the relevant Securities and Exchange Board of India
guidelines in case of a Listed Indian Company.
 The price at which the preferential allotment of shares can be made under the SEBI
guidelines, as applicable, provided the same is determined for such duration as specified
therein, preceding the relevant date, which shall be the date of purchase or sale of shares.
 The valuation of equity instruments done as per any internationally accepted pricing
methodology for valuation on an arm’s length basis duly certified by a Chartered Accountant
or a Merchant Banker registered with SEBI or a practicing Cost Accountant, in case of an
unlisted Indian company.
10. Shareholding Pattern:

 Pre-Transaction Values are auto-populated from the Entity Master of the Investee Company.
 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 details are correctly filled in the form, so that the shareholding pattern which is auto-
calculated is correct.
11. Submitting the Form: After all the details are filled, save and submit the Form with the following
attachments-
Documents to be submitted by a person resident in India for transfer of shares to a person
resident outside India by way of gift:
 Name and address of the transferor (donor) and the transferee (donee).
 Relationship between the transferor and the transferee.
 Reason for making the gift.
 In case of Government dated securities and treasury bills and bonds, a certificate issued by a
Chartered Accountant on the market value of such security.
Made By:
CS Veena Vidhani &
 In case of units of domestic mutual funds and units of Money Market Mutual Funds, a
certificate from the issuer on the Net Asset Value of such security.
 In case of shares and convertible debentures, a certificate from a Chartered Accountant on the
value of such securities according to the guidelines issued by Securities & Exchange Board of
India or as per any internationally accepted pricing methodology on arm’s length basis for
listed companies and unlisted companies, respectively.
 Certificate from the concerned Indian company certifying that the proposed transfer of
shares/convertible debentures by way of gift from resident to the non-resident shall not
breach the applicable sectoral cap/ FDI limit in the company and that the proposed number of
shares/convertible debentures to be held by the non-resident transferee shall not exceed
5 percent of the paid-up capital of the company.
 An undertaking from the resident transferor that the value of security to be transferred
together with any security already transferred by the transferor, as gift, to any person residing
outside India does not exceed the rupee equivalent of USD 50,000 during a financial year.
 A declaration from the donee accepting partly paid shares or warrants that donee is aware of
the liability as regards calls in arrear and consequences thereof.
 Copy of executed Gift Deed.
Transfer by way of Sale:
 Consent Letter for transfer/receipt of consideration duly signed by the buyer and the seller.
 If transferor and transerfee are Companies, then Board Resolution approving the purchase
and sale of securities.
 Self-certified Copy of Passport of the Non-resident investor.
 The shareholding pattern of the Investee Company before and after the acquisition of
securities by a person resident outside India.
 Valuation Report/Certificate indicating Fair Value of securities from a SEBI Registered
Merchant Banker or Chartered Accountant or a practicing Cost Accountant not older than 3
months.
 Declaration from the buyer to the effect that he is eligible to acquire capital instruments
under FDI policy. (Eligibility Certificate)
 Declaration from the non-resident transferee as per the format provided by the RBI in their
SMF- user manual.
 Requests letter to the Investee Company from the transferee/transferor to register the
transfer of securities.
 Board Resolution of Investee Company to approve and acknowledge the securities transfer.
 Securities Transfer Deed in form SH 4.
 Security Purchase agreement, if any.
 FIRC/KYC received from the AD Bank in case of transfer from Resident to Non-Resident.
 Remittance Certificate from the AD Bank in case of transfer from Non-resident to Resident.
 Press Note-3 Declaration as per Consolidated FDI Policy.
 Fit and proper due diligence certificate of the non-resident investor in case the Investee
Company is in the financial sector.
 Registration Certificate in case if Investee Company is regulated by specific regulator.
Made By:
CS Veena Vidhani &

Checklist For Filing of Form Fc-Trs

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Checklist For Filing of Form Fc-Trs

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Checklist for filing of Form FC-TRS (Foreign Currency Transfer)

1. The transaction being reported is for transfer of Equity shares/Compulsorily Convertible

10. Shareholding Pattern:

Transfer by way of Sale:

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