“ 3rd Workshop on Foreign Exchange Management Act (FEMA) ”
From concepts to expertise……

Coverage in Session

Inaugural Session

Foreign Exchange Regulation in India - Concept & framework

• Overview of FEMA - Objective, Scope, Key definitions, General approach and Regulatory Philosophy
• Capital account and current account transaction
• Regulations
• Rules
• Press Releases, Press Notes and Clarifications
• Circulars
• Notifications
• Master Circulars and Master Directions
• FAQs
• FCRA
• Foreign Currency Regulation Act – changing dynamics

CA Lokesh Gupta

Partner

Shyam S Gupta & Co

New Delhi

Remittances and Investment facilities for Non - Residents Individual [NRI, OCI (PIO), Foreign National, FPIs] including:

• Determination of Residential Status as per FEMA (as different from Income Tax Act)
• Concept of Person Resident in India, Person Resident Outside India, NR, NRI, OCI, Resident Indian Citizen
• Types of Bank Accounts including Permissible Debits and Credits (FCNR, NRE, NRO, SNRR, Resident Foreign Currency Account)
• Remittance Facilities for NRIs
• NRI Investment in Immovable Properties in India (including implication of The Benami Transactions (Prohibition) Act, 1988 for acquisition in the name of Relatives)
• Investment in listed equity and Debt (Foreign Portfolio Investment)
• Investment in Unlisted Shares & Securities
• Other Assets permitted for Investment.
• Prohibited Investments
• Special investment Freedom to NRI and OCI on Non-Repatriation Basis
• Investment in Partnership Firms, or Proprietorship
• Lending by NBFCs to Non-Residents against Shares, Securities, and Immovable Properties
• Lending by NRI to Individuals and Relatives
• Borrowing from Relatives or Others by NRI
• Gift to Relatives / Others
• Gift from Relatives / Others
• Acquisition of Foreign Securities by way of Gift or Inheritance
• Acquisition of Shares or Interest under Employee Stock Ownership Plan (ESOP), or Employee Benefits Scheme or Sweat Equity Shares
• Obligation of Returning Indians (NRI / OCI)
• Receiving Gift of Indian Company shares, securities, beneficial ownership interest, other assets by NRI or NR from Indian residents

Open House Query Session

CA. Vinod Jain

Ex CCM - ICAI

Chairman – INMACS

New Delhi

International Debt Funding including new liberalized External Commercial Borrowings (ECB) Framework

• Eligible Borrowers
• Recognized Lenders, Permitted Countries, Form of Borrowing, Borrowing limit,
• ECB by Individual in INR from NRI/OCI
• Conditions for Foreign Equity Holders
• Limit and Leverage (Liability / Equity Ratio)
• Minimum Average Maturity Period
• All-in-Cost Ceiling, currency wise Benchmark Rate & Spread, borrowing from related parties - Arm Length basis, ECB proceeds temporary parking in FC or INR in FD,
• Security and/or guarantee for ECB,
• Permitted End Uses
• Mandatory Hedging
• Prior Approval & Limited Regular Reporting
• Conversion of ECB to Equity
• Securities Permitted for raising ECB
• Special Dispensation for Startups

Trade Credit Framework

• Buyers Credit & Suppliers Credit
• Security for Trade Credit
• Cost of borrowing
• Structured Obligations
• Non-Resident Guarantee for Domestic Fund Based and Non-Fund Based Facilities
• Facility for Credit Enhancement
• Raising funds as Listed / Unlisted Foreign Currency Debentures

CA Hinesh R. Doshi

Managing Partner

Hinesh R Doshi & Co. LLP

Mumbai

Tea with Snacks (5:45pm - 6:15pm)

Foreign Direct Investment (FDI) – I

• Key Terms
  • Eligible FDI Investor (incl. Eligible Transferee)
  • Investor with Government Approval (incl. entities / citizens / individuals situated in countries sharing Land Borders- partly liberalised)
  • Equity Instrument, Partly Paid Shares, Share Warrants, Deferred Payment Considerations
  • Convertible Notes by Indian Start-Up Company
  • FCCD Debentures, FCCP Preference Shares
  • Shares for Non- cash consideration
  • Non-Debt Instruments
• Entry routes, Sectoral Caps in India
  • Permitted Sectors,
  • Prohibited Sectors,
  • Prior approval Government cases,
  • Foreign Investment in Investing Companies
• Preferential Issue, Rights Issue (incl. Renunciations) of Listed / Unlisted Equity Shares, Securities and other Instruments.
• Issuance of ADR / GDR & Other Instruments.
• Issue / Transfer of Eligible Instruments through a Foreign Depository
• Indian Depository Receipts issued by Foreign Corporates in India
• Foreign Direct Investment in LLPs

CA Nilesh Mangaldas Kapadia

Managing Partner

NMK & Co. LLP

Mumbai

Foreign Direct Investment (FDI) – II

• Downstream Investments (Owned & Controlled)
  • Definition
    • Downstream Investment
    • Indirect Foreign Investment
    • Total Foreign Investment
  • Strategic Downstream Investment
  • Prohibited Indirect Foreign Investment
  • Conditions for Downstream Investment that is treated as Indirect Foreign Investment for Investee Entity
  • Downstream Investment under Corporate Debt Restructuring (CDR) Mechanism
  • Guidelines of Calculation of Total Foreign Investment in Indian Companies.
  • Conditions for exit
  • Applicability of Downstream Investment Guidelines (DIG)
  • Responsibility for Compliance of DIG
• Investment by Foreign Venture Capital Investor
• Foreign Institutional Investment (FII)
• Issuance of ESOPs / Sweat Equity Shares by Indian Company to Non-Residents
• Procedure for Automatic Route
• Procedure for Government Approval Route
• Role of Cabinet Committee of Economic Affairs (CCEA) in approval of FDI
• Investment in Investment Vehicle
  • REITs, InvITs, etc
  • AIFs & Venture Capital Fund
• Special Issues & Conditions for FDI in Specific Sectors including FDI Linked Performance Conditions
  • Agriculture & Plantation
  • Aviation
  • Manufacturing Sector – Special Liberties
  • Defense Sector
  • FM Broadcasting
  • News & Current Affairs & Print Media
  • Construction Development, Township, Housing
  • E-Commerce Entity
    • Inventory Based Model
    • Marketplace Model
  • Trading
    • Cash and Carry Wholesale Trading
    • Wholesale Trading
    • Single Brand Product Retailing
    • Multiple Brand Retail Trading
  • Real Estate
    • Financial Services
    • Crypto Currency & Virtual Digital Assets
    • Credit Information Companies

CA Siddharth Lalit Banwat

Partner – S Banwat & Associates LLP

Mumbai

Foreign Direct Investment (FDI) – III

• Purchase and Sale of Listed / Unlisted Equity Shares, Securities and other Instruments.
• Transfer from a Resident to a person Resident outside India where Investee Company is in a Financial Sector.
• Transfer by way of Pledge
• Transfers by Overseas Corporate Bodies
• Opening of Escrow Account for Investment Transactions
• Merger / Demerger / Amalgamation of Indian Companies – Issue of shares to Non Residents
• Trusts
• Preferred destinations for investment in India

CA. Vandana Sagar

Director, Regulatory

Price Waterhouse & Co LLP

New Delhi

India - US corporate structure and Legal Issues

• Digitalisation- Mandatory direct reporting on RBI's Centralised Information Management System (CIMS) and PRAVAAH portal for most approvals.
• Practical aspects of filing various forms under FEMA including single master form reporting (FIRMs), FLAIR portal
• Changing role of Authorised Dealer
• Auditors’ responsibility

CA. Vinod Jain

Ex CCM - ICAI

Chairman – INMACS

New Delhi

Coverage in Session

Setting up of Global Indian CA Firms

• How to Setup CA Firms outside India – Practical Methodology
• ICAI (Global Networking) Guidelines, 2025
• Recognition of Indian Qualification outside India including MOU / MRA
• Indian CA may become partners in Countries with MRA (subject to passing local exam) – ICAI Procedure

CA Vaibhav Jain

Regional Council Member
NIRC of ICAI

Partner

Mehra Goel & Co LLP

New Delhi

International Trade, Exports & Imports (including impact of Introduction of comprehensive Foreign Exchange Management (Export and Import of Goods and Services) Regulations, 2026)

• - Export of Goods, Software & Services
  • Realization and Repatriation of Proceeds
  • Receipt through Online Payment Gateways
  • Third party payment for export or import
  • International Trade Settlement in Foreign currency or in Indian Rupees
  • Foreign Currency Account outside India
  • Exchange Earners Foreign Account (EEFC A/c)
  • Counter Trade Arrangement
  • Export to Neighboring Countries by Road, Rail or River
  • Forfaiting & Export Factoring
  • Project Exports & Service Exports including EDI
  • Export of Goods on Lease, Hire
  • Export on Elongated Credit Terms, Deferred Payment Arrangement
  • Export of Currency
  • EDF, Export of Goods through post
  • Receipt of Advance against Exports
  • Extension of Time for Delay in Export Realization
  • Write off Unrealized Export Bills.
  • Set Off of Export Receivables against Import
  • Update of EDPMS Maintained by Bank
  • Inquiry, Investigation & Prosecution by Enforcement Directorate
• Import of Goods, Software & Services
  • Time Limit for Settlement of Import Payments
  • Extension of Time
  • Advance Remittance for Import of Goods, Services & Software
  • Evidence of Import
  • Knocking off Import Transactions with Payment Settlement with Authorized Dealer (IDMS)
  • Third Party Payment for Export / Import Transactions

Inquiry, Investigation & Prosecution by Enforcement Directorate – How to professionally respond

Shri Harjeet Singh

CS, CMA, CAIIB, CDCS

Head - Subject Matter Expert - Trade Finance & Related Products

ICICI Bank Limited

New Delhi

Special Structures & Financial Instruments for Inbound Investment in Indian Securities Market

CS Atul Mittal

Partner – Deloitte India

New Delhi

Establishment of Place of Business in India by Foreign Entity Brief Overview, Permitted activities, Procedures, RBI Prior Approval, MCA Registration, Regular Compliances, Do’s & Don’ts in respect of:

• Liaison Office
• Representative Office
• Project Office
• Branch Office (incl. Branches of CA Firms outside India)

Setting up of Offices Abroad & Acquisition of Immovable Property for Overseas Offices by Indian Entity

• Trading Offices, Foreign warehouses
• Non-Trading Offices
• including opening foreign currency accounts, expense remittance

CS Atul Mittal

Partner – Deloitte India

New Delhi

Practical Aspects of Foreign Investment in Indian Capital Market in FPI and Non- Resident Investment; including Role of

• Stockbrokers,
• Designated Depository Participants (DDPs),
• Bankers and Custodians

CA Tejash Gangar

Head – Products, Legal and Compliance

Orbis Financial Corporation Ltd

Delhi & Mumbai

Tea with Snacks (1:15pm - 2:00pm)

Remittances by Residents including Liberalized Remittance Scheme (LRS)

• Annual Limit,
• Permitted Usage
• Overseas Investment (ODI & Overseas Portfolio Investment) under LRS scheme
• Idle Funds / Bank Deposits above 180 days to be remitted back to India
• Opening and Maintenance of Overseas Bank Account (including Refund of Unused Funds)
• Acquisition or Transfer of Immovable Property Outside India
• Documentation by Remitter
• Specific Prohibited Usage
• Withholding Tax on LRS

CA Harshal Bhuta

Partner

P. R. Bhuta & Co.

Mumbai

Prevention of Money Laundering Act (PMLA)

• What is Money Laundering
• Sensitive Scheduled Crimes which may impact businesses and Corporate as covered under PMLA Law
• Suspicious Transactions- Reporting Entity
• Existence of crime allegations
• Consequences of Money Laundering
• Precautions, Prevention and Risk management- Importance of surveillance, KYC and reference check
• Penal Consequences of Money Laundering
• Obligations under PMLA

Role of Enforcement Directorate

• Initial enquiry, Investigation
• An active and willing Cooperation- Professional approach to avoid Arrest, Punishment & Penalties
• Provisional attachment, Confiscation of Assets & Property
• Obligation & Role of Professionals under PMLA
• Chartered Accountants as a Reporting Entity under PMLA

Adv. (CA) Manish Bhalla

Partner – MHA Legal

New Delhi

Overseas Direct Investment – I

• Key Terms – Concept & Definitions
  • Debt Instrument
  • Non-Debt Instrument
  • Foreign Entity
  • Strategic Sector
  • Control
  • Indian Entity
  • Subsidiary / Step Down Subsidiary
  • Overseas Direct Investment
  • Overseas Portfolio Investment
  • Equity Capital defined
  • Designated Bank (AD Bank)
  • Financial Service Regulator
  • Last Audited Balance Sheet – need for latest
  • Sweat Equity Shares
  • Financial Commitment (Equity, Debt, Securities & Guarantees)
• Cases of Non-Applicability of ODI Rules and Regulations in Certain Cases
• Manner of Making Overseas Direct Investment by an Indian Entity in Corporate bodies LLC, Inc, Pte, Pty, SA.
  • Limits of Financial Commitment in Automatic Route
  • Debt Investment – Mandatory Interest
  • Cases requiring Mandatory Valuation and Permitted Valuers
  • Swap of Shares - Liberalized
  • Permitted Currencies for Overseas Investment
  • Countries in which Foreign Investment is not permitted.
• Manner of Making Overseas Portfolio Investment by an Indian Entity
• Manner of Making Overseas Direct Investment by an Resident Individuals
• Financial Commitments by an Indian Entity – Specific Provisions
  • • By way of Pledge or Charge or Guarantee
  • • Remittance towards Pre-Incorporation Expenses
  • • Limit of Financial Commitments
  • • Utilization of Balances in
    • EEFC A/c
    • Money raised by way of ADR / GDR, and
    • Proceeds from ECB
• ODI in Financial Services including Stock Broking and Arbitrage in International Exchanges
• Obligation of Indian Entity / Resident Individuals
• Transfer or Liquidation of Overseas Investment
• Restructuring and write off of Overseas Direct Investment
• Opening of Foreign Currency Account Abroad by Indian Entity
• Obligations of Persons Resident in India
• Reporting Requirements
• Restriction on Further Financial Commitments or Transfer
• Restrictions and Prohibitions in Overseas Investment

CA Harshal Bhuta

Partner

P. R. Bhuta & Co.

Mumbai

Overseas Direct Investment –II

• Acquisition Funding for Overseas Investment including Optional Structures and Case Studies relating to Various modes of Acquisition Funding in respect of Investment by Corporate and Individual Acquirer
• Security Creation
• Creation of SPV or NBFC / Investment Company outside India

CA Harshal Bhuta

Partner

P. R. Bhuta & Co.

Mumbai

Overseas Direct Investment – III

• No Objection Certificate from Lender Bank / Regulatory Body / Investigative Agency
• Right Issue and Bonus Shares
• Acquisition of Foreign Entity through Bidding and Tender Procedure
• Investment in India by Foreign Entity having ODI from India
• Mode of Payment for Overseas Investment
• Acquisition or Transfer by way of Deferred Payments
• Overseas Investment
• by Resident Individuals
• by a person resident in India other than an Indian Entity or Resident Individual
• Prohibited Overseas Investment
• General Permission to Persons Resident in India for Purchase or Acquisition of Foreign Securities
• Creation of Private Trust (Outside India)
• Structuring of Tax Efcient Overseas Investments
• Practical Aspects

CA. Vinod Jain

Ex CCM - ICAI

Chairman – INMACS

New Delhi

High tea break ( 06:15 pm to 06:45 pm )

Pricing Guidelines, Norms (Inward / Outward) / Valuation

• Issue of Equity Instruments
• Transfer of Equity Instruments
• Swap of Equity Instruments
• Subscription to MOA
• Partly Paid Shares
• Share Warrants
• Investment in LLP
• Transfer of Capital Contribution / Prot share of an LLP
• Non-Applicability of Pricing Guidelines
• Convertible Instruments & Securities
• Redeemable Instruments & Securities

CA Anil Sharma

Managing Partner

A Sharma & Co

New Delhi

Compounding of Offences, Late Filing Fee, Condonation

• Compoundable Offences
• New Framework of Late Filing Fee for most offenses.
• Application for Compounding
• Adjudication of Offenses, Appeals
• Prosecution under FEMA and Appellate Tribunal
• Enforcement Directorate role and practical aspects

CA Deepender K. Agarwal

Partner – Deepender Anil & Associates

New Delhi

Valedictory Session