Attorneys at Law Since 1964

Issue 26 – Insights 4

Issue 26 – Insights 4

Insights – It’s Raining Money

How it will work for the start-ups

Start-ups can issue equity or equity linked instruments; debt instruments, convertible notes to FVCI against receipt of foreign remittance, as per the FEMA Regulation.

Convertible notes can be issued subject to the following conditions:

  1. A person resident outside India (other than Pakistani or Bangladeshi citizens and entities), may purchase convertible notes issued by an Indian start-up for an amount of Rs. 25 lakhs or more in a single tranche.
  2. A start-up company engaged in a sector where foreign investment requires Government approval may issue convertible notes to a non-resident only wit the approval of the Government.
  3. A start-up company issuing convertible notes to a person resident outside India shall receive the amount of consideration by inward remittance through banking channels or by debit to the NRE / FCNR (B) / Escrow account maintained by the person concerned in accordance with the Foreign Exchange Management (Deposit) Regulations, 2016, as amended from time to time. Such an escrow account shall be maintained only for a period of 6 months at a time.
  4. NRIs may acquire convertible notes on non-repatriation basis in accordance with Schedule 4 of the Notification No.FEMA.20/2000-RB dated 3rd May 2000 (FEMA Regulations). A person resident outside India may acquire or transfer, by way of sale, convertible notes, from or to, a person resident in or outside India, provided the transfer takes place in accordance with the pricing guidelines as prescribed by RBI. Prior approval from the Government shall be obtained for such transfers in case the start-up company is engaged in a sector which requires Government approval.
  5. The start-up company issuing convertible notes shall be required to furnish reports as prescribed by Reserve Bank of India.

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