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RBI · Overseas Investment

Overseas Subsidiary Compliance – APR, Reporting and Changes for Indian Parents

Last updated: 2 October 2026

An Indian company with a wholly owned subsidiary or joint venture abroad has ongoing FEMA duties — annual performance reports, reporting of further investment and restructuring, and exit reporting. Expertvuw’s team keeps your overseas investment records and filings current.

Overview

What Overseas Subsidiary Compliance Involves

Overseas direct investment by Indian entities is governed by the Foreign Exchange Management (Overseas Investment) Rules and Regulations, 2022 and RBI’s Overseas Investment Directions. Once an Indian entity has invested in a foreign entity — a wholly owned subsidiary (WOS) or joint venture — the reporting continues for as long as the investment is held.

Every year, an Annual Performance Report (APR) must be filed through the AD bank for each foreign entity, by 31 December, based on its audited accounts. Further financial commitments, loans, guarantees, restructuring and changes in shareholding must be reported in Form FC or other prescribed forms. Exit from the investment is reported as disinvestment.

The Indian entity must also file the annual FLA return, and its financial commitment must stay within the limits in the OI Rules, generally up to 400% of its net worth for the automatic route.

Basis: FEMA, 1999; Foreign Exchange Management (Overseas Investment) Rules, 2022; FEM (Overseas Investment) Regulations, 2022; RBI Master Direction – Overseas Investment. Last updated: 27 September 2026.

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What This Service Covers

What We Help With

1

Annual Performance Report for each overseas entity

2

Reporting further equity, loans and guarantees (Form FC)

3

Restructuring, step-down subsidiaries and changes in shareholding

4

Disinvestment and closure reporting

5

Review of past overseas investment filings for gaps

Key Facts

APR

Due by 31 December every year for each foreign entity.

Financial commitment limit

Generally up to 400% of the Indian entity's net worth under the automatic route.

UIN

Each overseas investment has a Unique Identification Number allotted through the AD bank.

Further investment

Additional equity, loans and guarantees must be reported within prescribed time.

Late submission fee

Delayed reporting can be regularised with a late submission fee within the permitted time.

FLA return

Indian entities with overseas investment must file the annual FLA return.

Common Issues

Common Gaps

Overseas subsidiaries are often forgotten until an AD bank query arrives.

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Related Services

Related services

Overseas subsidiary compliance connects with these services.

Overseas Setup

Setting up a foreign subsidiary under the OI Rules.

ODI Compliance

Overseas direct investment reporting.

FLA Return

Annual FLA return.

Transfer Pricing

Pricing of transactions with the subsidiary.

Documents Required

Documents we need from you

Indian Entity Records

Overseas Entity Records

Our Process

How We Work

1

Review

List all overseas entities and filings made.

2

Gap check

Identify missing APRs and reports.

3

Regularise

File pending reports with late fee where allowed.

4

Annual APR

Prepare and file APRs by 31 December.

5

Event reporting

Report new investments and changes.

6

FLA

File the annual FLA return.

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Annual Calendar

Annual Calendar

Overseas investment reporting follows fixed dates.

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Get in Touch

Share your query and our team will reply during business hours.






    FAQs

    Frequently Asked Questions

    What is an APR in overseas investment?

    An Annual Performance Report filed through the AD bank for each foreign entity in which an Indian entity has invested, by 31 December each year.

    Under the automatic route, generally up to 400% of the Indian entity’s net worth as per its last audited balance sheet.

    Yes. Setting up or acquiring step-down subsidiaries must be reported as prescribed.

    They can usually be filed with a late submission fee within the permitted period; otherwise compounding may be needed.

    Current reporting under the 2022 framework uses Form FC, the APR and other prescribed forms.

    About Expertvuw

    Who Handles Your Overseas Compliance

    CS Chetna Shoor, Company Secretary and Director, Expertvuw

    CS Chetna Shoor

    ACS – Director, Expertvuw Management Pvt Ltd

    FEMA filings are prepared by Expertvuw’s team. Certificates required by the AD bank or RBI are issued by independent practising professionals, and representation before RBI or the Directorate of Enforcement is made by authorised professionals or advocates.

    Expertvuw Management Pvt Ltd