SEBI, FEMA & Other Regulatory Compliance
Compliance support for SEBI, FEMA, RBI, takeover, foreign investment and other corporate regulatory requirements, with filing coordination.
- Estimate Cost
- ₹15,000 – ₹1,50,000
- Typical duration
- 10 days
Service overview
A cross-regulatory service for companies dealing with securities, foreign investment and other regulated corporate activities, connecting the applicable rules with the company's actual transaction.
Who needs it? / When is it needed?
Listed companies, investors, Indian companies receiving foreign investment and businesses undertaking regulated corporate transactions.
Support is most useful before the transaction, disclosure or regulatory deadline, rather than after it has passed.
What to expect from the WCP Professionals
WCP professionals would identify the transaction, determine the applicable regulatory regime, prepare the compliance matrix and coordinate the necessary filings or approvals.
How the work would proceed:
- WCP professionals would identify the parties, transaction route, listing status, sector and residence of the relevant investors before selecting the applicable rules
- They would map approvals, disclosure/reporting requirements and deadlines, review the supporting transaction documents and prepare the filing package where engaged
- Changes in ownership, valuation, funds flow or transaction structure should be raised promptly because they can change the regulatory analysis
Key deliverables
- Regulatory opinion
- Compliance checklist
- Filing package
- Disclosures
- Transaction documents
- Approval strategy
Standard turnaround time
2–10 working days for a defined compliance question. Transaction approvals can take substantially longer.
Changes to the transaction structure or funding route can require additional work.
Government fees, timelines & key outcomes
- There is no government fee for most FEMA reporting such as FC-GPR and FC-TRS, but late reporting attracts a Late Submission Fee determined under RBI's framework, and continued default may need compounding
- SEBI, stock-exchange and MCA filings carry their own prescribed fees where applicable
Key timelines: FC-GPR within 30 days of allotting shares to a non-resident; FC-TRS within 60 days of the transfer or receipt of consideration, whichever is earlier.
Key outcomes: compliant completion of the transaction, or regulatory approval where one is required.
Forms & filings involved
- FEMA reporting on the RBI FIRMS portal — FC-GPR, FC-TRS, and the Annual Return on Foreign Liabilities and Assets (FLA) by 15 July
- SEBI disclosures under the Listing (LODR), Insider Trading (PIT) and Takeover (SAST) Regulations, where applicable
- MCA forms linked to the transaction, such as PAS-3 and MGT-14
Reporting forms and portals change from time to time; the applicable set is confirmed against current RBI and SEBI requirements before filing.
Documents required
- Transaction documents
- Cap table
- Valuation
- Board / shareholder approvals
- Foreign-investor details
- Prior filings
What we need from you
Complete transaction terms and timely disclosure of the parties and the funding route.
Important conditions
A regulatory answer can change depending on whether the company is listed, the investor is resident or non-resident and the sector involved.
The same transaction may trigger company-law, securities and contractual requirements.
Additional information
Foreign investment and overseas investment need separate FEMA analysis rather than relying only on the Companies Act.
Acquisitions in listed companies are tested against the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 — for example, crossing 25% of voting rights triggers an open offer.
For listed companies or cross-border transactions, the scope identifies any separate disclosure, competition or sectoral approval workstream.
The estimated cost covers indicative professional fees only. Government fees, stamp duty and taxes are payable at actuals.
How it works
- 1. Raise a service enquiry describing your requirement.
- 2. A Relationship Manager reviews it and opens it for bidding.
- 3. Pay into escrow and assign the professional you select.
- 4. Track progress to completion, then accept and release payment.
Frequently asked questions
What is FC-GPR and when is it filed?
FC-GPR reports the issue of shares to a foreign investor. It is filed on the RBI FIRMS portal within 30 days of allotment.
What is FC-TRS?
It reports a transfer of shares between a resident and a non-resident, and is filed within 60 days of the transfer or receipt of consideration, whichever is earlier.
What happens if FEMA reporting is late?
A Late Submission Fee becomes payable under RBI's framework, and prolonged default may need to be regularised through compounding.
When is a SEBI open offer triggered?
Under the Takeover Regulations, acquiring 25% or more of the voting rights of a listed company, or control over it, triggers a mandatory open offer to public shareholders.
Who files the annual FLA return?
Indian companies and LLPs that have received foreign direct investment or made overseas investment file the FLA return with the RBI by 15 July each year.