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FC-TRS




Ozg FEMA Consultant

Phone # 09811415831-37-61-72-84-92-94

Website: fema.in 

[ANNEX-II to A.P.(DIR Series)
Circular No.110 of 12.06.2013]

Form FC-TRS

Declaration regarding transfer of shares / compulsorily and mandatorily convertible
preference shares (CMCPS) / debentures /others by way of sale from resident to non
resident / non-resident to resident


(to be submitted to the designated AD branch in quadruplicate within 60 days from the date
of receipt of funds)


The following documents are enclosed

For sale of shares / compulsorily and mandatorily convertible preference shares / debentures / others by a person resident in India
i.           Consent Letter duly signed by the seller and buyer or their duly appointed agent and in the latter case the Power of Attorney Document.
ii.          The shareholding pattern of the investee company after the acquisition of shares by a person resident outside India.
iii.           Certificate indicating fair value of shares from a Chartered Accountant.
iv.           Copy of Broker's note if sale is made on Stock Exchange.
v.          Declaration from the buyer to the effect that he is eligible to acquire shares / compulsorily and mandatorily convertible preference shares / debentures/others under FDI policy and the existing sectoral limits and Pricing Guidelines have been complied with.
vi.         Declaration from the FII/sub account to the effect that the individual FII / Sub account ceiling as prescribed has not been breached.
Additional documents in respect of sale of shares / compulsorily and mandatorily convertible preference shares / debentures / others by a person resident outside India
vii.       If the sellers are NRIs/OCBs, the copies of RBI approvals, if applicable, evidencing
the shares held by them on repatriation/non-repatriation basis.
viii.      No Objection/Tax Clearance      Certificate from      Income Tax Authority/ Chartered
Account.

1
Name of the company


Address (including e-mail , telephone Number, Fax no)



Activity












NIC Code No.



2
Whether FDI is allowed under Automatic route

Sectoral Cap under FDI Policy

3
Nature of transaction
(Strike out whichever is not applicable)
Transfer from resident to non resident / Transfer from non resident to resident
4
Name of the buyer


Constitution / Nature of the investing Entity
Specify whether
1.    Individual
2.    Company
3.    FII
4.    FVCI#
5.    Foreign Trust
6.    Private Equity Fund
7.    Pension/ Provident Fund
8.   Sovereign Wealth Fund (SWF)
9.   Partnership / Proprietorship firm
10.  Financial Institution
11.  NRIs / PIOs
12.  others

Date and Place of Incorporation

Address of the buyer (including e-mail, telephone number. Fax no.)

5
Name of the seller




Constitution / Nature of the disinvesting entity
Specify whether
1.      Individual
2.      Company
3.      FII
4.      FVCI##
5.      Foreign Trust
6.      Private Equity Fund
7.      Pension/ Provident Fund
8.      Sovereign Wealth Fund (SWF)
9.         Partnership/ Proprietorship firm
10.   Financial Institution
11.   NRIs/PIOs
12. Others[i]


Date and Place of Incorporation




Address of the seller (including e-mail, telephone Number Fax no)





6
Particulars of earlier Reserve Bank / FIPB approvals

7
Details regarding shares / compulsorily and mandatorily convertible preference shares (CMCPS) / debentures/ others (such as FDI compliant instruments like participating interest rights in oil fields, etc.) to be transferred

Date of the transaction
Number of shares CMCPS / debentures /others
Face value in Rs.
Negotiated Price for the transfer**in Rs.
Amount of consideration in Rs.






8
Foreign Investments in the company

No. of shares
Percentage
Before the transfer


After the transfer


9.
Where the shares / CMCPS / debentures / others are listed on Stock Exchange


Name of the Stock Exchange




Price Quoted on the Stock exchange



Where the shares / CMCPS / debentures / others are Unlisted



Price as per Valuation guidelines*



Price as per Chartered Accountants

  * / ** Valuation report (CA Certificate to be attached)

Declaration by the transferor / transferee I / We hereby declare that
i.      The particulars given above are true and correct to the best of my/our knowledge and belief.
ii.     I/ We, was/were holding the shares compulsorily and mandatorily convertible preference shares / debentures/ other as per FDI Policy under FERA/ FEMA Regulations on repatriation/non repatriation basis.
iii.    I/ We, am/are eligible to acquire the shares compulsorily and mandatorily convertible preference shares / debentures /other of the company in terms of the FDI Policy. It is not a transfer relating to shares compulsorily and mandatorily convertible preference shares / debentures /others of a company engaged in financial services sector or a sector where general permission is not available.
iv.    The Sectoral limit under the FDI Policy and the pricing guidelines have been adhered to.
Signature of the Declarant or
his duly authorised agent
Date:
Note:

In respect of the transfer of shares / compulsorily and mandatorily convertible preference shares / compulsorily and mandatorily convertible debentures/ others from resident to non resident the declaration has to be signed by the non resident buyer, and in respect of the transfer of shares / compulsorily and mandatorily convertible preference shares / compulsorily and mandatorily convertible debentures/ other from non-resident to resident the declaration has to be signed by the non-resident seller.

Certificate by the AD Branch

It is certified that the application is complete in all respects.

The receipt / payment for the transaction are in accordance with FEMA Regulations / Reserve Bank guidelines.



Signature


Name and Designation of the Officer

Date : Name of the AD Branch

AD Branch Code











Know Your Customer (KYC) Form in respect of the non-resident investor
Registered Name of the Remitter / Investor (Name, if the investor is an Individual)

Registration Number (Unique Identification Number* in case remitter is an Individual)

Registered Address (Permanent Address if remitter Individual)

Name of the Remitter’s Bank

Remitter’s Bank Account No.

Period     of banking     relationship with      the
Remitter


*Passport No., Social Security No, or any Unique No. certifying the bonafides of the remitter as prevalent in the remitter’s country.
We confirm that all the information furnished above is true and accurate as provided by the overseas remitting bank of the non-resident investor.
(Signature of the Authorised Official
of the AD bank receiving the remittance)
Date: Place:
Stamp :

Proforma
Statement of inflows/outflows on account of remittance received/made in
connection with transfer of shares / compulsorily and mandatorily
convertible preference shares / debentures/others/other, by way of sale
Category-wise
Part A - NRI/erstwhile OCB
Part B - Foreign National/non-resident incorporated entity
Part C - Foreign Institutional Investors
Inflow -Transfer from resident to non-resident

[Amount in Rs.]
Date
Name
Activit
NIC
Name
Consti
Name
Consti
No. of
Face
Sale
Total
of
of the
y
Code
of the
tution/
of the
tution/
Share
Value
price
Inflo
Trans
actio
n
Comp
any


Buyer
Natur e of Busin ess of
the
Seller
Natur e of Busin ess of
the
s
transf
erred

per
share
w





Buyer

Seller




(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
(11)
(12)

Outflow - Transfer from non-resident to resident
[Amount in Rs.]
Date
Name
Activity
NIC
Name
Consti
Name
Consti
No. of
Face
Sale
Total
of
of the

Code
of the
tution/
of the
tution/
Share
Value
price
Inflow
Trans
action
Comp
any


Seller
Natur e of Busin ess of the
Buyer
Natur e of Busin ess of the
s
transf
erred

per
share






Seller

Buyer




(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
(10)
(11)
(12)





# The initial  investment/s was/were made by FVCI under FDI Scheme in terms of Schedule 1 to Notification No. FEMA.20/2000-RB dated May 3, 2000

SWF mean  a Government investment vehicle which is funded by foreign exchange assets, and which manages those assets separately from the official reserves of monetary authorities.
## The initial  investment/s was/were made by FVCI under FDI Scheme in terms of Schedule 1 to Notification No. FEMA.20/2000-RB dated May 3, 2000.

SWF mean  a Government investment vehicle which is funded by foreign exchange assets, and which manages those assets separately from the official reserves of monetary authorities.




Ozg FEMA Consultant

Phone # 09811415831-37-61-72-84-92-94

Website: fema.in