AS | Ankit Sarawagi|Founder, CFOmatrix·September 2026·10 min read | FEMA & FDI |
The foreign money has landed in your account, the shares are allotted, and the round is closed. Under FEMA, that is not the finish line: a 30-day clock has just started, and the filing that stops it is FC-GPR.
FC-GPR is how an Indian company tells the RBI that it has issued shares, CCPS or CCDs to a non-resident investor. You file it within 30 days of allotment, inside the Single Master Form on the FIRMS portal, and it is one of two returns a foreign round triggers, sitting right next to the ROC’s PAS-3. Miss the window and you are into Late Submission Fee territory. This guide covers what FC-GPR is, the documents you need, the process, and how to stay ahead of the clock instead of chasing it.
- What it is
- The RBI filing to report issue of shares/CCPS/CCDs to a non-resident.
- Due date
- Within 30 days of allotment of the capital instruments.
- Where you file
- The Single Master Form (SMF) on the RBI FIRMS portal.
- Core documents
- Valuation report, FIRMS 6-pointer KYC, resolutions, FIRC, CS certificate.
- Miss it
- FEMA contravention, regularised via the LSF or compounding.
1 What is FC-GPR?
FC-GPR stands for Foreign Currency-Gross Provisional Return. It is the return an Indian company files with the Reserve Bank of India to report the issue of capital instruments to a person resident outside India. In plain terms: when a non-resident puts money into your company and you allot them securities in exchange, FC-GPR is the FEMA filing that reports that inward foreign investment.
The “capital instruments” that FC-GPR covers are the FDI-eligible ones under FEMA:
- Equity shares issued to the non-resident investor.
- Compulsorily convertible preference shares (CCPS), the workhorse of most priced rounds.
- Compulsorily convertible debentures (CCDs).
- Share warrants and partly paid shares, on their own reporting timelines.
Note the word “compulsorily”. Only instruments that must convert to equity count as FDI capital instruments. Optionally convertible or redeemable instruments are treated as debt (external commercial borrowing), and a US-style SAFE is not a permitted instrument under FEMA at all, so a foreign SAFE is usually restructured as CCPS or CCDs before the money comes in. FC-GPR is filed against the allotment of these convertible instruments, not against every cheque that lands.
2 The 30-day clock, from allotment
FC-GPR is due within 30 days of the date of allotment of the capital instruments, not from the date the money arrived and not from the date the round “closed”. The trigger is the board resolution that allots the securities to the non-resident.
This matters because founders often receive the funds first and allot later, or allot and then take weeks to gather paperwork. The clock does not care. Once the allotment is passed, you have 30 days to have the Single Master Form filed and submitted on FIRMS, complete with every attachment. In practice the paperwork, particularly the valuation and the AD bank KYC, is what eats the calendar, which is why the proactive-prep point later in this guide is the single most useful thing here.
3 The documents you need
FC-GPR is a document-heavy filing. The portal will not let you submit until the pack is complete, and a missing or weak document is the most common reason a filing bounces back from the AD bank. Assemble these before you start:
| Document | What it is and why |
|---|---|
| Valuation report | A certificate from a merchant banker or Chartered Accountant fixing the fair value of the instrument per FEMA pricing guidelines. The price to a non-resident cannot be below this fair value. See our FDI pricing guidelines guide. |
| FIRMS 6-pointer KYC | The know-your-customer report on the foreign investor, issued by your AD bank (often via the remitting bank). This is the item most likely to hold you up, so request it early. |
| Board & shareholder resolutions | The resolutions authorising the issue and allotment of the instruments to the non-resident. |
| FIRC / inward remittance advice | The Foreign Inward Remittance Certificate (or the bank’s inward remittance advice) evidencing the money actually received from abroad. |
| CS certificate | A company secretary certificate confirming the allotment complies with the Companies Act and FEMA, plus a declaration on pricing and sectoral conditions. |
| Other | Copy of the FDI approval where the sector is on the government route, and a declaration that the investment is within the sectoral cap. |
4 The FC-GPR process, step by step
Here is the sequence from the moment you decide to raise from a non-resident to a clean, acknowledged FC-GPR. The registration steps at the top are the ones worth doing before you allot.
5 FC-GPR and PAS-3: two filings, one allotment
A foreign investment sets off two separate 30-day clocks, one under the Companies Act and one under FEMA. Founders regularly do one and forget the other. They are not substitutes.
| PAS-3 | FC-GPR | |
|---|---|---|
| Law | Companies Act, 2013 | FEMA / FDI rules |
| Filed with | Registrar of Companies (MCA) | Reserve Bank of India (via AD bank) |
| Portal | MCA V3 | FIRMS (Single Master Form) |
| When | Within 30 days of allotment | Within 30 days of allotment |
| Applies to | Any allotment of shares | Allotment to a non-resident only |
So every foreign round needs both: PAS-3 to put the allotment on the ROC record, and FC-GPR to report the foreign investment to the RBI. Same allotment date, same 30-day window, two different regulators. Diligence teams check both.
6 Worked example: Brewly’s seed round
Brewly Pvt Ltd raises a seed round from a Singapore fund, issued as CCPS. Because Brewly’s founders set up early, the Entity Master and Business User were already live on FIRMS, the merchant-banker valuation was signed, and the 6-pointer KYC had been requested from the AD bank the week before. The fund remits the money, Brewly’s board passes the allotment resolution on 10 September 2026, and the CCPS are issued. The 30-day FC-GPR clock now runs to 10 October 2026.
Brewly files both returns off that one allotment: PAS-3 with the ROC and FC-GPR in the Single Master Form on FIRMS, each within the 30 days. The FC-GPR pack, valuation, 6-pointer KYC, board and shareholder resolutions, FIRC and CS certificate, goes in together, so when the AD bank reviews it there are no gaps. Brewly gets its FC-GPR acknowledgement with a reference number and saves it alongside the PAS-3 challan. Clean cap table, clean file, no LSF.
7 Your FC-GPR checklist
- Register the company’s Entity Master on FIRMS well before the round.
- Create and get AD-bank approval for a Business User who will file.
- Obtain the valuation report at fair value per FEMA pricing guidelines.
- Request the FIRMS 6-pointer KYC on the foreign investor from your AD bank early.
- Pass the board and shareholder resolutions and allot the instruments; note the allotment date.
- Collect the FIRC / inward remittance advice and the CS certificate.
- File FC-GPR in the Single Master Form within 30 days, with the full attachment pack.
- File PAS-3 with the ROC for the same allotment, within its own 30 days.
- Save the FC-GPR acknowledgement and reference number, and the PAS-3 challan, for diligence.
Not sure which FEMA filings your round triggers?
Use our free FEMA / FDI Filing Checker: enter what you raised, from whom and how, and get the exact returns you owe, FC-GPR, FC-TRS, FLA and more, with their due dates mapped out.
Check my FEMA filings8 FAQs
What is FC-GPR and when is it filed?
What documents are needed for an FC-GPR filing?
What is the difference between FC-GPR and PAS-3?
What happens if FC-GPR is filed late?
Can we file FC-GPR before registering on FIRMS?
Related guides & tools
FEMA & FDI compliance for startups (pillar guide) →
FIRMS portal & the Single Master Form →
FEMA Late Submission Fee & compounding →
FEMA / FDI Filing Checker (free tool) →
AS | Founder, CFOmatrix | Finance Strategy & Compliance CFOmatrix helps Indian startups build finance, tax and compliance functions that stand up to investor due diligence, from process and controls to the filings and the numbers behind them. |
Disclaimer: This article is general information as of September 2026 and is not legal or professional advice. FEMA rules, RBI reporting requirements, the FIRMS portal and fees can change. Confirm your specific obligations with a qualified professional before filing.