Annex F

 

Declaration regarding transfer of shares / compulsorily and mandatorily convertible preference shares (CMCPS) / debentures /others by way of sale from resident to non

resident / non-resident to resident

 

(to be submitted to the designated AD branch in quadruplicate within 60 days from the date

of receipt of funds)

 

The following documents are enclosed

For sale of shares / compulsorily and mandatorily convertible preference shares / debentures / others by a person resident in India

i.       Consent Letter duly signed by the seller and buyer or their duly appointed agent

and in the latter case the Power of Attorney Document. ii.      The shareholding pattern of the investee company after the acquisition of shares by a

person resident outside India. iii.       Certificate indicating fair value of shares from a Chartered Accountant. iv.       Copy of Broker's note if sale is made on Stock Exchange. v.      Declaration from the buyer to the effect that he is eligible to acquire shares /

compulsorily and mandatorily convertible preference shares / debentures/others under

FDI policy and the existing sectoral limits and Pricing Guidelines have been

complied with. vi.     Declaration from the FII/sub account to the effect that the individual FII / Sub account

ceiling as prescribed has not been breached.

Additional documents in respect of sale of shares / compulsorily and mandatorily convertible preference shares / debentures / others by a person resident outside India

vii.    If the sellers are NRIs/OCBs, the copies of RBI approvals, if applicable, evidencing the shares held by them on repatriation/non-repatriation basis.

viii.   No Objection/Tax Clearance     Certificate from   Income Tax Authority/ Chartered Account.

1

Name of the company

 

 

Activity

 

 

∏ SWF means a Government investment vehicle which is funded by foreign exchange assets, and which manages those assets separately from the official reserves of the monetary authorities.

 

2

Whether FDI is allowed under Automatic route

 

3

Nature of transaction

(Strike out whichever is not applicable)

Transfer from resident to non resident / Transfer from non resident to resident

4

Name of the buyer

 

 

 

Date and Place of Incorporation

 

 

Address of the seller (including e­mail, telephone Number Fax no)

 

6

Particulars of earlier Reserve Bank / FIPB approvals

 

7

Details regarding shares / compulsorily and mandatorily convertible preference shares (CMCPS) / debentures/ others (such as FDI compliant instruments like participating interest rights in oil fields, etc.) to be transferred

 

Date of the transaction

Number of shares CMCPS / debentures /others

Face value in Rs.

Negotiated Price for the transfer**in Rs.

Amount of consideration in Rs.

 

 

 

 

 

 

8

Foreign Investments in the company

 

No. of shares

Percentage

 

 

Before the transfer

 

 

 

After the transfer

 

9.

Where the shares / CMCPS / debentures / others are listed on Stock Exchange

 

 

Name of the Stock Exchange

 

 

Price Quoted on the Stock exchange

 

 

Where the shares / CMCPS / debentures / others are Unlisted

 

 

Price as per Valuation guidelines*

 

 

Π SWF means a Government investment vehicle which is funded by foreign exchange assets, and which manages those assets separately from the official reserves of the monetary authorities.

 

Price as per Chartered Accountants

* / ** Valuation report (CA Certificate to be attached)

Declaration by the transferor / transferee I / We hereby declare that

i. The particulars given above are true and correct to the best of my/our knowledge and belief.

ii. I/ We, was/were holding the shares compulsorily and mandatorily convertible preference shares / debentures/ other as per FDI Policy under FERA/ FEMA Regulations on repatriation/non repatriation basis.

iii. I/ We, am/are eligible to acquire the shares compulsorily and mandatorily convertible preference shares / debentures /other of the company in terms of the FDI Policy. It is not a transfer relating to shares compulsorily and mandatorily convertible preference shares / debentures /others of a company engaged in financial services sector or a sector where general permission is not available.

iv. The Sectoral limit under the FDI Policy and the pricing guidelines have been adhered to.

Signature of the Declarant or

his duly authorised agent

Date:

Note:

In respect of the transfer of shares / compulsorily and mandatorily convertible preferenceshares / compulsorily and mandatorily convertible debentures/ others from resident to nonresident the declaration has to be signed by the non resident buyer, and in respect of thetransfer of shares / compulsorily and mandatorily convertible preference shares /compulsorily and mandatorily convertible debentures/ other from non-resident to resident the declaration has to be signed by the non-resident seller.

Certificate by the AD Branch

It is certified that the application is complete in all respects.

The receipt / payment for the transaction are in accordance with FEMA Regulations / Reserve Bank guidelines.

Signature

Name and Designation of the Officer

Date : Name of the AD Branch

AD Branch Code

 

Π SWF means a Government investment vehicle which is funded by foreign exchange assets, and which manages those assets separately from the official reserves of the monetary authorities. Know Your Customer (KYC) Form in respect of the non-resident investor

 

Registered Name of the Remitter / Investor (Name, if the investor is an Individual)

Registration Number (Unique Identification Number* in case remitter is an Individual)

Registered Address (Permanent Address if remitter Individual)

Name of the Remitter’s Bank

Remitter’s Bank Account No.

Period of banking relationship with the

Remitter

 

*Passport No., Social Security No, or any Unique No. certifying the bonafides of the remitter as prevalent in the remitter’s country.

We confirm that all the information furnished above is true and accurate as provided by the overseas remitting bank of the non-resident investor.

(Signature of the Authorised Official

of the AD bank receiving the remittance)

Date: Place:

Stamp :

Proforma

Statement of inflows/outflows on account of remittance received/made in connection with transfer of shares / compulsorily and mandatorily convertible preference shares / debentures/others/other, by way of sale

Category-wise

Part A - NRI/erstwhile OCB

Part B - Foreign National/non-resident incorporated entity

Part C - Foreign Institutional Investors

Inflow -Transfer from resident to non-resident

[Amount in Rs.]

 

Date

Name

Activit

NIC

Name

Consti

Name

Consti

No. of

Face

Sale

Total

of

of the

y

Code

of the

tution/

of the

tution/

Share

Value

price

Inflo

Trans actio n

Comp any

Buyer

Natur e of Busin ess of

the

Seller

Natur e of Busin ess of

the

s transf erred

per share

w

Buyer

Seller

(1)

(2)

(3)

(4)

(5)

(6)

(7)

(8)

(9)

(10)

(11)

(12)

 

Outflow - Transfer from non-resident to resident

[Amount in Rs.]

 

 

Date

Name

Activity

NIC

Name

Consti

Name

Consti

No. of

Face

Sale

Total

of

of the

Code

of the

tution/

of the

tution/

Share

Value

price

Inflow

Trans action

Comp any

Seller

Natur e of Busin ess of the

Buyer

Natur e of Busin ess of the

s transf erred

per share

Seller

Buyer

(1)

(2)

(3)

(4)

(5)

(6)

(7)

(8)

(9)

(10)

(11)

(12