Question 1

What does your engagement process look like?

Accepted Answer

A 30-minute scoping call to map the matter, followed by a written engagement letter with scope, deliverables, timeline and fixed fee. Once accepted, we open a matter file, request the document list, and start work with a single point of contact — the founder.

Question 2

How long does a typical matter take?

Accepted Answer

Advisory notes and clause reviews are usually turned around in 3–5 working days. Filings and secretarial matters follow the statutory calendar. Tribunal and transactional matters run on their own procedural timelines, which we confirm at engagement and update as milestones move.

Question 3

What documents will you need from us?

Accepted Answer

At a minimum: the company's certificate of incorporation, MoA and AoA, latest financials, list of directors and shareholders, and any contracts or notices relevant to the matter. A detailed document checklist is shared with the engagement letter so nothing is asked for twice.

Question 4

What is the timeline for filing FC-GPR after receipt of foreign investment?

Accepted Answer

FC-GPR must be filed on the RBI FIRMS portal within 30 days from the date of allotment of shares to the foreign investor. Delay attracts Late Submission Fee under FEMA.

Question 5

When is FC-TRS applicable?

Accepted Answer

FC-TRS is filed for transfer of shares between a resident and a non-resident on a repatriable or non-repatriable basis. It must be filed within 60 days of the transfer or receipt / remittance of consideration, whichever is earlier.

Question 6

Do I need RBI approval for foreign investment in my company?

Accepted Answer

Most sectors are under the automatic route and do not require prior approval. Sectors listed under the government route (e.g. defence, print media, satellites) require prior FDI approval through the DPIIT portal.

Question 7

What is a scheme of arrangement under Sections 230-232?

Accepted Answer

A scheme of arrangement is a court-supervised process, sanctioned by the NCLT, used for compromises, mergers, demergers and other corporate restructurings. It requires shareholder and creditor approvals and observations from statutory authorities.

Question 8

Is a valuation report mandatory for issue of shares to foreign investors?

Accepted Answer

Yes. The issue price of shares to a person resident outside India cannot be less than the fair value determined by a registered valuer as per internationally accepted pricing methodology, in accordance with the FEMA NDI Rules, 2019.

Question 9

What is the Annual Performance Report (APR) for outbound investment?

Accepted Answer

The APR is an annual report filed by an Indian entity with a wholly-owned subsidiary or joint venture abroad, reporting the financial performance of the overseas entity. It is filed by 31 December each year under the FEM (OI) Regulations, 2022.

Question 10

Do I need shareholder approval to set up an ESOP scheme?

Accepted Answer

Yes. An ESOP scheme under Section 62(1)(b) requires approval by special resolution of the shareholders, followed by board or committee administration of grants, vesting and exercise in accordance with Rule 12 of the Companies (Share Capital and Debentures) Rules, 2014. A private company that meets the start-up exemption conditions may extend options to promoters and directors holding more than 10% equity, which is otherwise restricted.

Question 11

What is a convertible note and when do startups use one?

Accepted Answer

A convertible note is a debt instrument that converts into equity on a future financing round, an exit, or a maturity date — typically used for a fast-moving seed or bridge round where a full priced round isn't practical yet. Where the investor is a non-resident, the instrument and its conversion also need to be reported under FEMA; we handle both the instrument documentation and the regulatory filing.

Transaction Advisory