Took Foreign Investment? Your FC-GPR Clock Started the Day the Money Hit

If a non-resident has invested in your company, you must file Form FC-GPR with the Reserve Bank of India within 30 days of allotting the shares — and you must allot those shares within 60 days of receiving the funds. The filing goes through your authorised dealer (AD) bank on the RBI's FIRMS portal. Miss the window and you owe a Late Submission Fee, and you create a finding your next investor's lawyer will catch in diligence.

What FC-GPR actually is

FC-GPR — Foreign Currency–Gross Provisional Return — is how a company reports to the RBI that it has issued shares to a person resident outside India. It's the core reporting obligation under FEMA for inbound foreign investment. Most startup FDI flows under the automatic route, so no prior RBI approval is needed — but the reporting is mandatory and strictly time-bound.

The two clocks you must watch

There are two deadlines, back to back:

1. 60 days to allot. From the date the foreign money hits your account, you have 60 days to formally allot the shares (board/shareholder resolutions + the allotment).
2. 30 days to file FC-GPR. From the date of allotment, you have 30 days to file FC-GPR on FIRMS via your AD bank.

Founders often burn the first clock waiting on paperwork — a valuation, a board meeting — and then find the second clock is already running. Plan the allotment early.

The documents must match — exactly

The most common reason an AD bank rejects or queries an FC-GPR is inconsistency between documents. Before you file, line these up so every figure agrees:

• FIRC (Foreign Inward Remittance Certificate) and the KYC report from the AD bank
• The valuation certificate — supported by a Rule 11UA computation, ideally dated within 90 days of allotment (BenefitStack's Rule 11UA valuation calculator is a useful starting point)
• The board and shareholders' resolutions authorising the issue
• The share subscription documents and the allotment details

If the price per share in the valuation, the resolution, and the FIRC don't reconcile, expect the form back.

A worked example

Say a US fund wires your investment on 1 April:

• You must allot the shares by 31 May (within 60 days of 1 April).
• If you allot on, say, 20 May, you must file FC-GPR by 19 June (within 30 days of 20 May).
• You must also file the domestic MCA return, PAS-3, within 30 days of that same 20 May allotment.

One allotment date, two parallel 30-day filings.

What a late FC-GPR costs

Beyond the Late Submission Fee the RBI charges for delayed filings, the real cost is downstream. Late FC-GPR is one of the most frequently cited issues in startup due diligence because it's trivial for a lawyer to verify and binary in outcome. A late filing can mean a compounding application, a delay to your next closing, or a warranty/indemnity carve-out in the term sheet. (For the full set of foreign-money obligations, see our FEMA compliance guide for funded startups.)

How to never miss it

The fix isn't a better reminder app bolted onto a spreadsheet — it's making the deadline impossible to lose. When you record a funding round in ComplianceStack, the system generates the FC-GPR and PAS-3 tasks with their exact due dates, reminds the owner ahead of time, and stores the filed acknowledgement as evidence for diligence. Get your free compliance health check.