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NRI allotment

RISHI (cs) (227 Points)

21 February 2010

A company is incorporated on 01-01-2009. it has one NRI subsriber having subscribed Rs.5,00,000 shares. But he introduced this amount in parts on 01-09-2009 and 05-12-2009 . Pls. tell me if there is any default. if company has to file form FCGPR, what date of allotment to be filled in it, whether date of incorp. or something else.Is co. require to file any f-2 in this case?

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9 Replies

CS Ankur Srivastava (Company Secretary & Compliance Officer) (17853 Points)
Replied 22 February 2010

Dear Rishi,

Form FCGPR is required to be filed with RBI as under:-

Within 30 days of receipt of amount along with the copies of FIRC

Further, Within 30 days of the date of allotment.

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RISHI (cs) (227 Points)
Replied 22 February 2010

Dear Ankur

Pls. first read my query carefully.

RISHI (cs) (227 Points)
Replied 23 February 2010

Pls. reply

CourseCart.in (Mentor at SHAYVIDZ Academy) (3756 Points)
Replied 23 February 2010

Company is not required to file form2.. m sure for this...

but In my opinion..Date of incorporation will be the date of allotment... n the receipt of money will be irrelevant as per companies act... but dont know about RBI Guidelines n FEMA..

CA.SKR (CA; CS-Final (One Group); DISA (ICAI); Insolvency Professional) (442 Points)
Replied 23 February 2010

Originally posted by : Adarsh
	Company is not required to file form2.. m sure for this... but In my opinion..Date of incorporation will be the date of allotment... n the receipt of money will be irrelevant as per companies act... but dont know about RBI Guidelines n FEMA..

Dear Adarsh,

You have stated that the date of incorporation i.e. 01.01.2009 (FY: 2008-09) will be the date of allotment. Please let me clarify as to how this Rs. 5.00 lacs received in September and December 2009 (FY: 2009-10) will be reflected in the Balance Sheet as on 31.03.2009. The paid up capital of the company as on 31.03.2009 as per Balance Sheet will be inclusive of this Rs. 5.00 lacs or not?

I request other experts also to clarify this point.

Thanks

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CourseCart.in (Mentor at SHAYVIDZ Academy) (3756 Points)
Replied 24 February 2010

Dear Satendar...

In my opinion, paid up capital as on 31.03.2009 will definitely be of Rs. 5 lacs... n da same will be shown in receivable from the subscriber in the assets side of the balance sheet of FY 2008-09..

Logic behind that, subscripttion of shares through MOA is pre-incorporation contract/transaction which is RATIFY by the BOD in 1st BODM.. so the date of subscripttion will be the date of incorporation.. Subscripttion through MOA is treated as Deemed Allotment...

So, if the subscribers dont give the money, then we cant say that company is having NIL paid up capital.. it must be shown as receivables only...

Opinion of other members shud also be solicitated...

CS Ankur Srivastava (Company Secretary & Compliance Officer) (17853 Points)
Replied 24 February 2010

Originally posted by : RISHI
	A company is incorporated on 01-01-2009. it has one NRI subsriber having subscribed Rs.5,00,000 shares. But he introduced this amount in parts on 01-09-2009 and 05-12-2009 . Pls. tell me if there is any default. if company has to file form FCGPR, what date of allotment to be filled in it, whether date of incorp. or something else.Is co. require to file any f-2 in this case?

First of all Form 2 is not required to be filed.

The Resereve Bank of India vide Notification no. FERA 143/93-RB dt. 26/04/1993 had given general permission u/s 29(1)(b) of the former Foreing Exchange REgulation Act, 1973 to an NRI to subscribe to the MOA of an Indian Company and to take shares as a subscriber upto Rs. 10,000/-.

Text of Notification issued by RBI

"The RBI has given general permission to an NRI to subscribe to the Memorandum and Articles of the Company for the purpose of incorporation of the Comapny subject to the condition that:-

1.the total face value of shares to be taken by the NRI does not exceed Rs. 10000/-

2.the company is being mainly formed for undertaking industrial activities,

3.the Memorandum of Association of such company does not permit the company to take up any agricultural/plantation activities and to deal in real estate business other than developing real estate;and

4.such company shall file a declaration in the perscribed form with the RBI regarding particulars of shares issued within 90 days of the date of incorporation of the Company.

In form FCGPR date of allotment will be the date of Incorporation.

CourseCart.in (Mentor at SHAYVIDZ Academy) (3756 Points)
Replied 24 February 2010

here is the complete info for FCGPR..

Attached File : 34 rbi guidelines for investment by nri in indian company.pdf downloaded: 197 times

Neeta (Finance) (345 Points)
Replied 24 February 2010

Well , normally in the FCGPR date of allotment is the date of incorporation. It can happen that u alloted the shares on 1-1-09 and they paid u on sep and dec... the date of allotment being the incorporation date only.

Allotment has nothing to do with the receipt of money. I mean both can happen, first u get the money than allots shares or first you allot shares and than get money.

solicits other views..

and yes, as replied by the members, form 2 is not required.