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yogesh (assi cs)     24 August 2015

Transfer of shares from non-resident to resident

Query on FEMA compliances

Dear Sirs,

Question :- We have one Wholly owned Subsidiary in Singapore . The said subsidiary is proposed to be wound up. The query is that the said subsidiary holds shares in one of our Indian Group company. Now the situation is that the said investment needs to be transferred from WOS to its Parent Company(our company). So, what are the FEMA compliances need to be followed for transfer shares from the Foreign Subsidiary to Indian Parent Company. What are the specific guidelines needs to be followed. Please guide us with your valuable reply.

Thanks……



Learning

 2 Replies

SIVARAMAPRASAD KAPPAGANTU (Retired Manager)     25 August 2015

The Wholly Owned Subsidiary in Singapore is presumed to be a Company. They are holding in their capacity of a Company some shares in an Indian Company. Before winding up, the WOS can sell the shares to some other foreign eligible entity or to Resident Indian or to the Company itself as buy back. In the case of sale of shares to Resident Indian Individual or Entity, form FCTRS is to be submitted alongwith Offer Letter, Consent Letter, Chartered Accountant's Certificate certifying the fair value of the Indian Company shares which are now sold by WOS to Indian party/entity. Such form FCTRS alongwith the enclosures to be submitted to RBI through your Bank (option available to submit through e-Biz also if your have a digital signature) FAQs relating to inter-alia FCTRS available in RBI website. Following is the link: https://www.rbi.org.in/commonman/English/Scripts/FAQs.aspx?Id=15 Form FC-TRS is available in the following link of RBI web site: https://rbidocs.rbi.org.in/rdocs/notification/PDFs/ANNEXDAP63_I.pdf For winding up of WOS, a reslution is to be passed by Indian Company and within 30 days from the date of resolution, form ODI Part IV to be submitted to your bank for taking up with RBI for cancellation of Unique Identification Number allotted to the WOS by RBI at the time of initial investment. FAQs relating to Overseas Direct Investment (ODI) including disinvestment in such ODI are available in the RBI site. Link is as follows: https://rbi.org.in/Scripts/FAQView.aspx?Id=32

Jatin Mittal (Corporate Lawyer)     01 September 2015

Hi Yogesh

I can prepare a complete set of Form FC-TRS documentation and guide you every bit of it. I have had executed various such transactions. Write to me at mittaljets@gmail.com.


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