The document that decides whether an FDI filing runs smoothly is the foreign inward remittance certificate your bank issues, together with the KYC report on the investor from the remitting bank. Ask for both in the week the money lands. Most Bengaluru founders ask a month later, after the relationship manager has moved on, and the file then has to be built twice. A board resolution, a list of allottees and a valuation can all be produced in an afternoon. Those two bank documents cannot.
What happens when an FDI filing is late or never made?
Under FEMA the outer exposure is three times the sum involved. That is a ceiling rather than a norm, but it is a real number sitting against a real round.
The cost that actually arrives is nearer. A form filed after its window has closed stops being an ordinary filing. It becomes a compounding matter, a separate application to the Reserve Bank with its own timeline and its own professional fee. Nobody budgets for that in the month after a raise.
Then there is diligence. When a Bengaluru company goes out for its next round, the incoming investor's counsel opens the reporting record before it opens the cap table. A missing FC-GPR is not a footnote in that report. It becomes a condition precedent and it pushes a close out by weeks. For the national treatment of the forms themselves, read our complete FDI reporting guide for India.
Who is caught by this in Bengaluru, and from what date?
There is no small ticket exemption and no startup carve out. A Jayanagar label that takes a bridge cheque from a non resident angel reports on the same form, on the same clock, as a company closing a large institutional round. What scales with the size of the cheque is the valuation work, not whether you file.
- A D2C fashion label in Jayanagar selling online, where an overseas angel takes shares in a bridge, files FC-GPR like everyone else.
- A SaaS founder in Koramangala closing a seed round reports within 30 days of the allotment, not within 30 days of the wire.
- A company in Whitefield whose foreign shareholder sells out to a resident buyer reports on FC-TRS, and the duty sits on the resident side.
- Any Bengaluru company still carrying foreign investment on 31 March files the annual FLA return, even in a year when nothing new came in.
Which officer or department ends up with your file?
Not a Karnataka one, and that surprises people. The form goes first to your authorised dealer bank, the branch that received the remittance, and that bank's FEMA desk is the first pair of eyes on it. The bank uploads it to the Reserve Bank's FIRMS portal, and the Reserve Bank takes it from there. The Karnataka Commercial Taxes Department plays no part in an FDI filing; what it holds is your GST file and your profession tax file.
Two Bengaluru records still have to agree with what you file. The registered office address on the annexures must match what MCA holds, because the same allotment is separately reported to ROC Bengaluru, and a diligence reviewer will read the two side by side. Your GST number goes on the file as well. A Karnataka GST registration number carries the state's own two digit code at the front, and we confirm the number the department issued rather than lifting it off an invoice.
Which dates govern the year?
Three filings, three different triggers. Getting the trigger right matters more than remembering the number of days.
| Filing | What starts the clock | Time allowed |
|---|---|---|
| FC-GPR | Allotment of shares to the non resident | 30 days from the date of allotment |
| FC-TRS | Transfer between a resident and a non resident | 60 days from the transfer or the receipt of funds, whichever is earlier |
| FLA return | Foreign investment on the books at 31 March | Filed by 15 July that year |
| Entity Master | The company's first appearance on FIRMS | Registered once, before any form goes in |
The 30 day count is the one that catches people. It runs from the date the board or its committee allots the shares, which is often weeks after the money reached the account. If the allotment resolution is passed on a Friday, the count starts on that Friday.
The FLA return does not travel through FIRMS at all. It is a separate annual return to the Reserve Bank, and it falls due for as long as the foreign holding stays on your books.
What does FDI reporting cost in Bengaluru, and what is inside the fee?
Our fee starts at ₹8,999 and a straightforward file closes in 5 to 7 days once the bank documents are with us. The fee covers, in order:
- A review of the FIRC and the investor KYC report your bank has issued.
- Preparation of the form and every annexure, including the resolution and the allottee schedule.
- A check of the valuation report against the price the round actually used.
- Filing through your authorised dealer bank and follow up until the acknowledgment lands.
Three things sit outside that fee, and we say so before you pay rather than after.
- The valuation certificate itself, which a merchant banker or a practising CA issues and prices on its own.
- A compounding application where the window has already closed, quoted once we see how late the filing is.
- Notarisation or apostille of investor documents, where your bank asks for them.
Where does Karnataka profession tax sit alongside all this?
A funded Bengaluru company picks up a second set of obligations in the same quarter, and those ones are state obligations. The levy is Karnataka Act 35 of 1976, administered by the Karnataka Commercial Taxes Department, and everything runs on e-Prerana at ptax.karnataka.gov.in.
The enrolment certificate, the EC, is the company's own. A company carrying on a trade or profession owes ₹2,500 a year, and holding a Karnataka GST registration brings you into the net independently. Being caught twice does not double the bill. Where more than one entry applies, the ₹2,500 is paid once.
The registration certificate, the RC, is about your people, and a round is usually what triggers it. An employee drawing ₹25,000 a month and above has profession tax deducted at ₹200 for each of eleven months and ₹300 for February, ₹2,500 across the year. The employer files a monthly statement and pays with it.
Two dates to hold. You apply within 30 days of becoming liable, and the enrolment payment for a year falls due before 30 April. That date has been extended by order in some years, one year at a time, so we check the position that is actually running rather than assuming last year's relief returns.
One more point before a second lease is signed. Each additional place of business counts as a separate person and carries its own ₹2,500, although a location used only as a godown for storing goods does not. A label with a Jayanagar office and a second address across the city pays twice.
Why bring your FDI reporting to LegalX India?
Because the form is the easy half. The half that goes wrong is the coordination around it. The bank has to upload it. The valuation has to survive a reading. The ROC Bengaluru record has to say the same thing, and the Karnataka registrations fall due in the same weeks.
Our CA and CS team runs all of that from one file. You send the bank documents and the resolutions, we prepare and file, and you get the acknowledgment with a clean set of records for the next data room. If the Reserve Bank raises a query, we answer it. If you are already past a date, say so on the first call, because both the answer and the quote change.