ODI transaction by Resident Individual under LRS

ODI transaction by Resident Individual under LRS. Foreign Direct Investment (FDI) in India is governed by the Foreign Exchange Management Act, 1999 (FEMA) and the regulations of the Reserve Bank of India (RBI). When investments are routed through the Liberalised Remittance Scheme (LRS), Indian residents are permitted to remit up to USD 250,000 per financial year for permissible capital and current account transactions, including overseas investment.
In such cases, the role of the designated Authorised Dealer (AD) Bank is most important and bank not only processes the foreign remittance but also ensures that all KYC, FEMA and RBI compliance requirements are fully met before funds are transferred abroad.
One of the most important aspects of LRS-based outward remittances is the documentation checklist. Submitting complete and accurate documents helps avoid delays, queries from the AD Bank, or potential regulatory non-compliance. For FDI reporting, these documents also form the foundation for filings like Form FC-GPR/FC-TRS on the RBI’s FIRMS portal.
This article provides a comprehensive document checklist specifically for transactions routed via ICICI Bank as the designated AD Bank, along with practical insights into their purpose, usage, and relevance under FEMA.
Documents Checklist (via LRS through the designated AD Bank)-ICICI Bank

Customer’s Request Letter (CRL): Annexure ODI50 and Form A2.

Form FC (duly completed and signed)

Note (multiple investors): Where more than one resident individual invests in the same foreign entity, each investor must submit a separate Form FC to the same designated branch of the AD Bank.

All transactions relating to that UIN must be routed through the AD Bank designated for that UIN.

Share Valuation Certificate (Annexure ODI76) issued by a qualified valuer

Certificate not older than 90 days from valuation date (As on date of Valuation).

Must state that valuation is based on internationally accepted methodology and on an arm’s length basis.

Based on the last audited financial statements (not older than 18 months).

Refer Annexure ODI76 for the list of qualified valuers and scenario-wise valuation requirements.

For subscription to MOA / purchase of equity capital (listed or unlisted)

MOA and Certificate of Incorporation of the foreign entity.

Nature of business and activity code

Valuation Report is not required for the first remittance where the investment is towards subscription to MOA at face value, and does not exceed the initial capital stated in the incorporation/MOA documents.

Self-certified copy of Contract/Acquisition Agreement (where applicable).

PAN copy of the investor: Not required for subsequent remittances.

UIN reference: For all subsequent remittances, provide the Unique Identification Number (UIN) allotted for the ODI.

If ODI is in a Start-up (foreign) – CA Certificate confirming:

The foreign entity is a start-up recognised under the host country/host jurisdiction laws (state country/jurisdiction name).

ODI is made from the investor’s own funds (not from borrowed funds).

Certificate of Incorporation (COI) of the foreign entity (FE)

Accounting year followed by the foreign entity. (Jan-Dec/ April- March)

Pre- and Post-Shareholding Pattern (cap table) if any – Names, resident/foreign, no. of shares, % holding.

LRS declaration confirming headroom within the annual limit

Source-of-funds declaration (own funds, not borrowed).

Details of the investor: Email ID and phone no along with Designation of the investor in the investee company (if any)

Details of the bank account to be used for initiating the transaction

Last audited financial statements (≤18 months) and, if needed, provisional balance sheet (≤6 months), signed by FE management/CPA

Source-of-funds declaration (own funds, not borrowed).

Rules instructed by RBI

The customer is required to inform the Authorized Dealer (AD) before incorporating a company, providing the draft MOA along with all ODI documents attached.

Rule-10 of the Overseas Investment (OI) master directions stipulates that the Indian Entity must commit financially upon subscribing to the MOA, which should be reported under non-fund based commitment. Therefore, non-fund based approval is initially arranged before equity approval.

The customer may specify the deferred period in the MOA itself, obviating the need for an additional agreement. However, if the deferred period is not mentioned in the MOA, an additional agreement is required. A sample Deferred Payment Agreement (DPA) is attached for reference.

If the company is already incorporated and the MOA is executed without prior notification to the AD, Late Submission Fees (LSF) of 7500 plus GST apply. Approval will only be granted after LSF payment and acknowledgment from the Reserve Bank of India (RBI).

Cases where the MOA predates the August 2022 guidelines must be presented to the RBI under the approval route for further consideration.

Note: Additional documents may be required for specific scenarios such as deferred payment, rights issue, share swap, sweat equity shares, investment in financial sector, gift/inheritance, capitalization of dues, etc.

Foreign Direct Investment (FDI) in India is governed by the Foreign Exchange Management Act, 1999 (FEMA) and the regulations of the Reserve Bank of India (RBI). When investments are routed through the Liberalised Remittance Scheme (LRS), Indian residents are permitted to remit up to USD 250,000 per financial year for permissible capital and current account transactions, including overseas investment.

In such cases, the role of the designated Authorised Dealer (AD) Bank is most important and bank not only processes the foreign remittance but also ensures that all KYC, FEMA and RBI compliance requirements are fully met before funds are transferred abroad.

One of the most important aspects of LRS-based outward remittances is the documentation checklist. Submitting complete and accurate documents helps avoid delays, queries from the AD Bank, or potential regulatory non-compliance. For FDI reporting, these documents also form the foundation for filings like Form FC-GPR/FC-TRS on the RBI’s FIRMS portal.

This article provides a comprehensive document checklist specifically for transactions routed via ICICI Bank as the designated AD Bank, along with practical insights into their purpose, usage, and relevance under FEMA.

Documents Checklist (via LRS through the designated AD Bank)-ICICI Bank

Customer’s Request Letter (CRL): Annexure ODI50 and Form A2.
Form FC (duly completed and signed)

Note (multiple investors): Where more than one resident individual invests in the same foreign entity, each investor must submit a separate Form FC to the same designated branch of the AD Bank.
All transactions relating to that UIN must be routed through the AD Bank designated for that UIN.

Share Valuation Certificate (Annexure ODI76) issued by a qualified valuer

Certificate not older than 90 days from valuation date (As on date of Valuation).
Must state that valuation is based on internationally accepted methodology and on an arm’s length basis.
Based on the last audited financial statements (not older than 18 months).
Refer Annexure ODI76 for the list of qualified valuers and scenario-wise valuation requirements.

For subscription to MOA / purchase of equity capital (listed or unlisted)

MOA and Certificate of Incorporation of the foreign entity.
Nature of business and activity code
Valuation Report is not required for the first remittance where the investment is towards subscription to MOA at face value, and does not exceed the initial capital stated in the incorporation/MOA documents.
Valuation Report is not required for the first remittance where the investment is towards subscription to MOA at face value, and does not exceed the initial capital stated in the incorporation/MOA documents.

Self-certified copy of Contract/Acquisition Agreement (where applicable).
PAN copy of the investor: Not required for subsequent remittances.
UIN reference: For all subsequent remittances, provide the Unique Identification Number (UIN) allotted for the ODI.
If ODI is in a Start-up (foreign) – CA Certificate confirming:

The foreign entity is a start-up recognised under the host country/host jurisdiction laws (state country/jurisdiction name).
ODI is made from the investor’s own funds (not from borrowed funds).

Certificate of Incorporation (COI) of the foreign entity (FE)

Accounting year followed by the foreign entity. (Jan-Dec/ April- March)

Pre- and Post-Shareholding Pattern (cap table) if any – Names, resident/foreign, no. of shares, % holding.

LRS declaration confirming headroom within the annual limit

Source-of-funds declaration (own funds, not borrowed).

Details of the investor: Email ID and phone no along with Designation of the investor in the investee company (if any)

Details of the bank account to be used for initiating the transaction

Last audited financial statements (≤18 months) and, if needed, provisional balance sheet (≤6 months), signed by FE management/CPA

Source-of-funds declaration (own funds, not borrowed).

Rules instructed by RBI

The customer is required to inform the Authorized Dealer (AD) before incorporating a company, providing the draft MOA along with all ODI documents attached.
Rule-10 of the Overseas Investment (OI) master directions stipulates that the Indian Entity must commit financially upon subscribing to the MOA, which should be reported under non-fund based commitment. Therefore, non-fund based approval is initially arranged before equity approval.
The customer may specify the deferred period in the MOA itself, obviating the need for an additional agreement. However, if the deferred period is not mentioned in the MOA, an additional agreement is required. A sample Deferred Payment Agreement (DPA) is attached for reference.
If the company is already incorporated and the MOA is executed without prior notification to the AD, Late Submission Fees (LSF) of 7500 plus GST apply. Approval will only be granted after LSF payment and acknowledgment from the Reserve Bank of India (RBI).
Cases where the MOA predates the August 2022 guidelines must be presented to the RBI under the approval route for further consideration.

ODI transaction by Resident Individual under LRS

Documents Checklist (via LRS through the designated AD Bank)-ICICI Bank

Rules instructed by RBI

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