Ozg FEMA Consultant
Phone # 09811415831-37-61-72-84-92-94
FC-GPR
PART
- A
(To be filed by the company through its Authorised Dealer
Category – I bank with the Regional Office of the RBI under whose jurisdiction
the Registered Office of the company making the declaration is situated as and
when shares / convertible debentures are issued to the foreign investor, along
with the documents mentioned in item No. 4 of the undertaking enclosed to this
Form)
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Permanent
Account Number (PAN) of the investee company given by the Income Tax
Department |
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Date
of issue of shares / convertible debentures |
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No. |
Particulars
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(In Block Letters)
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1. |
Name |
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Address of
the Registered Office |
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State |
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Registration
No. given by Registrar of Companies |
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Whether
existing company or new company (strike off whichever is not applicable) |
Existing
company / New company |
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If
existing company, give registration number allotted by RBI for FDI, if any |
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Telephone |
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Fax |
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e-mail |
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2. |
Description
of the main business activity NIC Code |
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Location
of the project and NIC code for the district where the project is located
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Percentage
of FDI allowed as per FDI policy |
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State
whether FDI is allowed under Automatic
Route or Approval Route (strike out whichever is
not applicable) |
Automatic
Route / Approval Route |
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3 |
Details
of the foreign investor / collaborator* |
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Name Address Country
Constitution /
Nature of the investing Entity
[Specify
whether
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4 |
Particulars
of Shares / Convertible Debentures Issued |
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(a) |
Nature
and date of issue
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(b) |
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i) In case the issue price is greater than the face value please give break up of the premium received.
ii) * In case the issue is against conversion of ECB or royalty or against import of capital goods by units in SEZ, a Chartered Accountant's Certificate certifying the amount outstanding on the date of conversion
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(c) |
Break
up of premium |
Amount |
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Control
Premium |
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Non
competition fee |
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Others@ |
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Total |
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(d)
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Total inflow (in Rupees) on
account of issue of shares / convertible debentures to non-residents (including
premium, if any) vide
(i)
Remittance through AD:
(ii) Debit to NRE/FCNR A/c with Bank_________ (iii) Others (please specify)
Date
of reporting of (i) and (ii) above to RBI under Para
9 (1) A of Schedule I to Notification No. FEMA 20 /2000-RB dated May 3, 2000,
as amended from time to time.
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(e) |
Disclosure
of fair value of shares issued** |
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We are a
listed company and the market value of a share as on date of the issue is* |
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We are an
un-listed company and the fair value of a share is* |
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5. Post issue pattern of shareholding |
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Equity
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Compulsorily convertible Preference Shares/
Debentures
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Investor
category |
No.
of shares |
Amount
(Face Value) Rs. |
%
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No.
of shares |
Amount
(Face Value) Rs. |
%
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a) |
Non-Resident |
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01 |
Individuals
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02 |
Companies |
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03 |
FIIs
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04 |
FVCIs
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05 |
Foreign Trusts
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06 |
Private Equity Funds
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07 |
Pension/ Provident Funds
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08 |
Sovereign Wealth Funds
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09 |
Partnership/ Proprietorship Firms
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10 |
Financial Institutions
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11 |
NRIs/PIO
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12 |
Others (please specify)
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Sub Total
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b) |
Resident
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Total |
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DECLARATION TO BE FILED BY THE AUTHORISED REPRESENTATIVE OF THE INDIAN COMPANY: (Delete whichever is not applicable and authenticate)
We hereby declare that:
1. We comply with the procedure for issue of
shares / convertible debentures as laid down under the FDI scheme as indicated
in Notification No. FEMA 20/2000-RB dated 3rd May 2000, as
amended from time to time.
2. The investment is within the sectoral cap / statutory ceiling permissible under the Automatic Route of RBI and we fulfill all the conditions laid down for investments under the Automatic Route namely (strike off whichever is not applicable).
a) Foreign entity/entities—(other than individuals), to whom we have issued shares have existing joint venture or technology transfer or trade mark agreement in India in the same field and Conditions stipulated at Para 4.2 of Consoildated FDI policy Circular of Government of India have been complied with.
OR
Foreign entity/entities—(other than
individuals), to whom we have issued shares do not have any existing joint
venture or technology transfer or trade mark agreement in India in the same
field.
For the purpose of
the 'same' field, 4 digit NIC 1987 code would be relevant.
b) We are not an
Industrial Undertaking manufacturing items reserved for small sector.
OR
We are an Industrial Undertaking
manuafacturing items reerved for small sector
and the investment limit of 24 % of paid-up capital has been observed/
requisite approvals have been obtained.
c) Shares issued on
rights basis to non-residents are in conformity with Regulation 6 of the RBI
Notification No FEMA 20/2000-RB dated 3rd May 2000, as amended from
time to time.
OR
Shares issued are bonus.
OR
Shares have been
issued under a scheme of merger and amalgamation of two or more Indian
companies or reconstruction by way of de-merger or otherwise of an Indian
company, duly approved by a court in India.
OR
Shares are issued
under ESOP and the conditions regarding this issue have been satisfied
3.
Shares have been issued in terms of SIA /FIPB approval No.___________________
dated ____________________4. We enclose the following documents in compliance with Paragraph 9 (1) (B) of Schedule 1 to Notification No. FEMA 20/2000-RB dated May 3, 2000:
(i)
A
certificate from our Company Secretary certifying that
(a)
all
the requirements of the Companies Act, 1956 have been complied with;
(b)
terms
and conditions of the Government approval, if any, have been complied with;
(c)
the
company is eligible to issue shares under these Regulations; and
(d)
the
company has all original certificates issued by authorised dealers in India
evidencing receipt of amount of consideration in accordance with paragraph
8 of Schedule 1 to Notification No. FEMA
20/2000-RB dated May 3, 2000.
(ii)
A
certificate from Statutory Auditors / SEBI registered Category I Merchant
Banker / Chartered Accountant indicating the manner of arriving at the price of
the shares issued to the persons resident outside India.
5.
Unique Identification Numbers given for all the remittances received as
consideration for issue of shares/ convertible debentures (details as above), by
Reserve Bank.
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(Signature of the Applicant)* :___________________________________________
(Name in Block Letters) :___________________________________________
(Designation of the signatory) :___________________________________________
Place:
Date:
(* To be signed by Managing Director/Director/Secretary of the Company)
CERTIFICATE TO BE FILED BY THE COMPANY SECRETARY[2] OF THE INDIAN COMPANY ACCEPTING THE INVESTMENT:
(As per Para 9 (1) (B) (i) of Schedule 1 to Notification No. FEMA 20/2000-RB dated May 3, 2000)
In
respect of the abovementioned details, we certify the following :
1. All the requirements of the Companies Act,
1956 have been complied with.
2. Terms and conditions of the Government approval, if any, have been complied with.
3. The company is eligible to issue shares / convertible debentures under these Regulations.
4. The company has all original certificates issued by AD Category – I banks in India, evidencing receipt of amount of consideration in accordance with paragraph 8 of Schedule 1 to Notification No. FEMA 20/2000-RB dated May 3, 2000.
2. Terms and conditions of the Government approval, if any, have been complied with.
3. The company is eligible to issue shares / convertible debentures under these Regulations.
4. The company has all original certificates issued by AD Category – I banks in India, evidencing receipt of amount of consideration in accordance with paragraph 8 of Schedule 1 to Notification No. FEMA 20/2000-RB dated May 3, 2000.
(Name & Signature of the Company
Secretary) (Seal)
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Registration Number
for the FC-GPR:
Unique Identification Number allotted to the
Company at the time of reporting receipt of remittance
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* If there is
more than one foreign investor/collaborator, separate Annex may be included for
items 3 and 4 of the Form.
[1] SWF means a Government
investment vehicle which is funded by foreign exchange assets, and which
manages those assets separately from the official reserves of the monetary authorities.
[2] If
the company doesn’t have a full time Company Secretary, a certificate from a practicing
Company Secretary may be submitted.
Ozg FEMA Consultant
Phone # 09811415831-37-61-72-84-92-94
