FDI Valuation Services (FEMA & RBI Compliance)

Expert FDI Valuation and pricing certification for inbound investments. Ensure smooth RBI reporting for FC-GPR and FC-TRS filings with reports from IBBI Registered Valuers and Merchant Bankers.
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What is FDI Valuation?

FDI Valuation is a mandatory regulatory requirement under the Foreign Exchange Management Act (FEMA) for any foreign capital entering India. The Reserve Bank of India (RBI) mandates that shares or convertible instruments issued to a person resident outside India must be priced according to specific Pricing Guidelines to ensure that Indian assets are not undersold to foreign entities.

At Biz Valuations, we specialize in navigating the FEMA (Non-Debt Instruments) Rules. We provide the valuation certificates necessary for primary issuances and secondary transfers. Our reports bridge the gap between international deal terms and Indian regulatory floors, ensuring your foreign investment is compliant from the day funds hit your bank account.

Why You Need FDI Valuation?

FEMA regulations provide that no capital instrument can be issued or transferred at a price "less than" the fair value. We provide specialized reports for:

Primary Issuance (Form FC-GPR)

Valuing new shares or convertible instruments issued by an Indian company to a foreign investor.

Secondary Transfer (Form FC-TRS)

Determining the fair value for the sale or purchase of existing shares between a Resident and a Non-Resident.

Rights & Bonus Issues

Ensuring compliance when shares are issued to non-residents, particularly if the price deviates from the market value.

Conversion of ECB/Payables

Valuing the equity shares issued upon the conversion of External Commercial Borrowings or import payables into equity.

Downstream Investments

Providing valuation support for Indian companies with foreign investment (FOCE) making further investments in other Indian entities.

Who Needs FDI Valuation Services?

Expert Solutions for Cross-Border Capital Inflow

Our FEMA-certified team provides essential services across the global investment landscape:

Foreign Corporates & MNCs

Needing to value their Indian subsidiaries for fresh capital infusions or internal restructuring.

Venture Capital & PE Funds

Requiring RBI-compliant valuation reports before investing in Indian startups or growth-stage companies.

Indian Promoters

Looking to sell a stake to a foreign buyer while ensuring the price meets FEMA Pricing Guidelines.

AD Category-I Banks

Requiring a certified valuation report to process Inward exchanges and clear FIRMS portal filings.

Startups raising "Offshore" Rounds

Ensuring that the share premium is justified for both the Income Tax and FEMA authorities.

Key Benefits of Working with Biz Valuations

FEMA non-compliance can lead to compounding penalties of up to 300% of the amount involved.

RBI Pricing Guideline Mastery

We ensure that the issue price is not less than the fair value (for inflows) and not more than the fair value (for outflows).

Internationally Accepted Methodology

Our reports utilize DCF, Market Multiples, or Asset methods as recognized by the RBI and global auditors.

FIRMS Portal Ready

We provide the specific "Valuation Certificate" format required for the Foreign Investment Reporting and Management System (FIRMS).

Inter-Regulatory Harmony

We reconcile your FDI valuation with Income Tax (Rule 11UA) to ensure no "Angel Tax" or "Capital Gains" surprises.

FDI Routes & Sectoral Caps

We provide valuation support according to your specific entry route:

Automatic Route

Valuations for sectors where no prior government approval is required (e.g., Tech, Manufacturing).

Government Approval Route

High-stakes valuations for restricted sectors like Print Media, Satellites, or Multi-brand Retail.

Brownfield vs. Greenfield

Specialized asset-based and income-based valuations for existing businesses vs. new setups.

Sectoral Cap Analysis

Ensuring the investment stays within the 49%, 74%, or 100% limits prescribed in the Consolidated FDI Policy.

Our Valuation Methodologies

Per RBI guidelines, valuations must be conducted using "internationally accepted pricing methodology":

Discounted Cash Flow (DCF)
The most common method for unlisted Indian companies, capturing growth potential.
Market Price Method
For listed companies, using the Volume Weighted Average Price (VWAP) as per SEBI formulas.
Comparable Transaction Method
Using recent market deals to benchmark the fair value of private shares.
Net Asset Value (NAV)
Used primarily for investment companies or as a "floor value" for asset-heavy businesses.

Reporting & Compliance Forms

Our valuation reports are the backbone of your mandatory RBI filings:
  • Form FC-GPR: Filed within 30 days of share allotment to report fresh FDI.
  • Form FC-TRS: Filed within 60 days of a share transfer between a resident and a non-resident.
  • Annual FLA Return: Supporting the Foreign Liabilities and Assets return filed every July 15.
  • Form DI: Reporting "Downstream Investments" made by Indian entities owned or controlled by non-residents.

Our 4-Step FDI Roadmap

1. KYC & Remittance Review

We verify the FIRC (Foreign Inward Remittance Certificate) and the source of funds.

2. Pricing Analysis

We apply the appropriate methodology (DCF/Market) to determine the Fair Value per share.

3. Draft Certificate

We ensure the price per instrument is at or above the Fair Value for primary issues.

4. Final Issuance

We deliver the signed Valuation Certificate required for the Business User (BU) to file on the FIRMS Portal.

Specialized FEMA Valuation Services

We handle the complexities of cross-border deal structures:

Convertible Instrument Valuation

Valuing CCPS and CCD with variable conversion ratios to ensure the floor price is never breached.

Share Swaps

Valuing both the Indian and foreign legs of a share swap transaction for M&A.

Deferred Consideration

Modeling the valuation for "holdbacks" or "earn-outs" allowed under the 25% FEMA cap for deferred payments.

FDI in LLPs

Providing valuation for capital contribution and profit-sharing ratios in Limited Liability Partnerships.

Exit Valuation

Determining the fair value when a foreign investor seeks to exit an Indian investment via buyback or third-party sale.

Secure Your Global Capital. Stay FEMA Compliant.

Cross-border investments require more than just a handshake; they require an RBI-compliant valuation that stands up to scrutiny. Don't let reporting errors or pricing discrepancies delay your funding.

Partner with Biz Valuations for seamless FDI valuation and FIRMS portal support.

  • Built on Experience
  • Trusted Across 1,600+ Projects
  • Confidence of Leading Businesses

    Frequently Asked Questions (FAQs)

    1What is the 'FEMA Pricing Guideline'?
    It is the rule that shares issued to a non-resident cannot be priced below the fair value, and shares bought from a resident cannot be priced above the fair value.
    2Is a CA or Merchant Banker required for FDI valuation?
    FEMA allows a Chartered Accountant or a SEBI-registered Merchant Banker to issue the valuation certificate for unlisted shares.
    3How long is an FDI valuation report valid?
    For RBI purposes, the valuation report should ideally be dated no more than 90 days prior to the date of the transaction/allotment.
    4What is Form FC-GPR?
    It is the form used to report the primary issuance of shares to a foreign investor. It must be filed on the FIRMS portal within 30 days of allotment.
    5Can I issue shares at a 'Discount' to a foreign investor?
    No. Under FEMA, you cannot issue shares to a non-resident at a price lower than the fair value determined by a certified valuer.
    6What is a 'Downstream Investment'?
    When an Indian company that has foreign investment further invests in another Indian company, it is called a downstream investment and may require its own valuation.
    7Do I need a valuation for a 'Gift' of shares to a non-resident?
    Yes. Transfer of shares by way of gift from a resident to a non-resident requires prior RBI approval and a valuation report.
    8What is 'Repatriation Basis'?
    Investment on a repatriation basis means the foreign investor can take the capital and profits out of India in foreign currency, which triggers strict valuation norms.
    9How are 'Convertible Debentures' (CCD) valued for FDI?
    CCDs must be valued at the time of issuance, and the conversion price must be determined upfront and must not be lower than the fair value.
    10What is the FIRMS Portal?
    It is the RBI's online platform (Foreign Investment Reporting and Management System) where all FDI-related filings like FC-GPR and FC-TRS are made.