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FEMA & RBI

FC-TRS Filing — Share Transfer to Non-Resident

FC-TRS (Foreign Currency Transfer of Shares) filing for secondary share transfers involving non-residents — mandatory filing within 60 days of transfer or receipt / remittance of funds, whichever is earlier. Includes pricing compliance and FIRC documentation. FEMA (NDI) Rules 2019, Form FC-TRS on RBI FIRMS, 60-day filing deadline, pricing under Rule 21, FIRC/debit advice, CA pricing certificate.

Reviewed by CA Harun Raaj, ICAI Reg. No. 238303·Last reviewed:
Discuss with usTypical timelineFC-TRS Filing

FC-TRS (Foreign Currency Transfer of Shares) filing for secondary share transfers involving non-residents — mandatory filing within 60 days of transfer or receipt / remittance of funds, whichever is earlier. Includes pricing compliance and FIRC documentation. FEMA (NDI) Rules 2019, Form FC-TRS on RBI FIRMS, 60-day filing deadline, pricing under Rule 21, FIRC/debit advice, CA pricing certificate. We keep the work founder-friendly and evidence-led so the company can move without unnecessary back-and-forth.

What is included
  • • FC-TRS Filing scope review and action plan
  • • Document checklist and evidence review
  • • Drafting, computation, or filing support
  • • Submission support and acknowledgement tracking
  • • Follow-up on queries, corrections, or notices
  • • Closure notes and next-step reminders
Documents required
  • • Transaction summary and ownership chart
  • • Board approvals and valuation support
  • • Bank / AD communication
  • • Counterparty and remittance details
Government fees

See the fee table below for the statutory filing charge and common delay logic.

Legal basis
  • • Section 6 of FEMA 1999
  • • FEMA (Non-Debt Instruments) Rules 2019
  • • FEMA (Overseas Investment) Rules 2022
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Process

How the service works

The workflow is built to be predictable: document collection, legal review, filing, and post-filing follow-through.

Step 1Scope

Confirm the scope

We map the exact service route to the trigger, form set, and documentary evidence so the work starts on the right footing.

Step 2Docs

Collect the records

We gather the company records, notices, or transaction documents needed for fc-trs filing and check them for gaps.

Step 3Draft

Prepare the filing or memo

We draft the computations, filings, or advisory memo so the next person in the chain can review it quickly and confidently.

Step 4Close

Submit and track follow-up

We move the file through submission, keep the acknowledgement trail tidy, and handle any follow-up questions that come back.

AEO summary

FC-TRS Filing is the CA-led workflow that helps a Private Limited company stay compliant, file the right forms, and keep the record trail clean.

FC-TRS Filing — Share Transfer to Non-Resident workflow

We start by checking the exact trigger, the legal route, and the documents that make fc-trs filing executable for a Private Limited company. That keeps the filing or advisory work tied to the actual statutory path instead of a generic checklist.

Once the scope is locked, we prepare the working papers, filings, and follow-up notes so the matter can move without unnecessary back-and-forth. The goal is to make the process understandable for the founder, the finance team, and the reviewer.

  • • Scope mapping for fc-trs filing
  • • CA-led document review and drafting
  • • Submission support and acknowledgement tracking

What this protects for the company

For a Private Limited company, the value is not just speed. It is also about keeping the record trail clean enough for banks, investors, regulators, and future diligence work.

A founder-friendly process lowers the chance of avoidable notices, rework, or missed deadlines while keeping the company aligned with the right section, rule, or circular in FEMA & RBI.

  • • Cleaner compliance evidence for FEMA & RBI
  • • Better preparation for diligence or audit
  • • Less last-minute chasing inside the finance team

Government fees

Fee breakdown

ItemFeeNotes
RBI / MCA / DGFT filingAs per applicable scheduleThe fee depends on the authority and the transaction route.
Professional supportDiscuss with usCross-border work is fact-specific and often includes multiple steps.

Timeline

Typical turnaround

Typical timeline usually means a 60 days turnaround, assuming documents are complete and any board or shareholder approvals are already in place.

Pricing note

Government charges can vary with RBI, MCA, DGFT, or exchange filing steps depending on the transaction path.

Cross-border compliance calendar

RBI filing deadlines that bind after a cross-border transaction

The deadlines below are statutory anchors that survive the transaction itself — miss one and the filing becomes delayed-compliance work instead of a routine report. The clock starts from the triggering event (allotment, transfer, remittance, financial year-end), not from when the paperwork is assembled.

ObligationFiling windowStatutory basisFiled via
FC-GPRWithin 30 days from the date of issue of equity instrumentsNDI Rules 2019, Rule 9(2)AD Category-I bank via RBI FIRMS / Single Master Form
FC-TRSWithin 60 days from transfer or receipt/remittance of funds, whichever is earlierNDI Rules 2019, Rule 4 read with FEMA 20(R) + RBI Master Direction on ReportingAD Category-I bank
Form ODIWithin 30 days of remittance / making the overseas investmentFEM (Overseas Investment) Rules 2022, Rule 10 + Regulation 10AD bank (Form OI)
APRBy 31 December of the year following the financial yearFEM (Overseas Investment) Rules 2022Filed by every Indian Party / Resident Individual holding an ODI or financial commitment
FLA15 July — standard annual due dateRBI FLA annual return (FLAIR portal)flair.rbi.org.in

Verify before you rely on a date. FLA due dates are RBI-current and may be extended by annual notification; the export-proceeds realisation window (9 vs 15 months) changed in 2025-26 and is deliberately excluded here. For transactional deadlines (FC-GPR, FC-TRS, Form ODI, APR) the windows above are the stable statutory anchors; form-level mechanics on FIRMS / FLAIR can change and should be re-checked at filing time.

Related services

Keep the company moving

FEMA FC-GPR

File Form FC-GPR within 30 days of allotting shares to a foreign investor.

FDI Compliance

Comply with FEMA's FDI policy — sector limits, pricing guidelines, and RBI reporting.

FEMA Compounding

Regularise late FC-GPR or FC-TRS filings through RBI's compounding process.

FAQ

Frequently asked questions

When is FC-TRS required for a share transfer?
FC-TRS is required, in either direction, for transfers of equity instruments between a non-resident holding on a repatriable basis and a resident, or a non-resident holding on a non-repatriable basis (Regulation 4(3), FEMA 395/2019). A sale between a non-resident holding on a non-repatriable basis and a resident does not need FC-TRS.
What is the 60-day filing window for FC-TRS and when does it start?
The 60-day clock starts on receipt of the consideration. That timing comes from the RBI FC-TRS reporting rules, so the file should not wait for extra paperwork before the clock is tracked.
Who files FC-TRS: the buyer, the seller, or the company?
The onus is on the resident transferor or transferee, with the form routed through the AD bank. The company also needs to support the transfer record so the bank can certify the filing.
What valuation method must be used to price shares transferred to a non-resident?
The transfer price must follow the FEMA pricing guidelines in the NDI Rules 2019 and is usually supported by a CA or SEBI-registered merchant banker valuation. Confirm the price limit that applies to the direction of the transfer with the AD bank before filing.
What is the penalty for missing the FC-TRS deadline?
A delayed FC-TRS attracts a late submission fee as computed by RBI under the LSF framework (Regulation 5, FEMA 395/2019). The contravention can also be compounded under Section 15 of FEMA, and can attract a Section 13 penalty if left unregularised.
Does FC-TRS go through our bank, or is it filed directly with the RBI?
FC-TRS is filed through the AD Category-I bank where the consideration was received — the bank is the reporting channel under Regulation 4 of FEMA 395/2019, which routes reporting through or by an Authorised Dealer bank, and the form is submitted through it. The compliance team prepares the filing, the pricing certificate, and the FIRC reconciliation, and the bank transmits the form. The client cannot bypass the bank and file directly.

Canonical reference: https://www.pvtltd.co/services/fc-trs-filing

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We can help with the filing, the legal mapping, and the follow-up work that keeps the company compliant after submission.

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