New   AI-assisted compliance for Indian businesses. Plan your India entry → ☎ +91-8595441494 contact@kamrit.com Login →
Starting at ₹34,899

ODI or Overseas Investment in India 2026

ODI or Overseas Investment from KAMRIT. Senior expert accountability, transparent fixed-fee pricing, 100% online delivery across India.

Indian companies and LLPs increasingly need to establish subsidiaries, joint ventures, or make portfolio investments in overseas entities. Whether you are a Pune-based manufacturer setting up a production facility in Vietnam, a Bangalore tech firm acquiring a US startup, or an MSME diversifying into export-oriented operations abroad, you cannot simply wire money overseas and call it done. Under the Foreign Exchange Management Act 1999 (FEMA) and the Direct Investment by Residents in Joint Venture/Wholly Owned Subsidiary Abroad directions (FEMA 20A, as amended), every outbound investment by an Indian entity requires regulatory reporting to the Reserve Bank of India through an Authorised Dealer Category-I bank, using Form ODI. Failure to report attracts penalties under Section 13 of FEMA 1999, ranging up to three times the amount involved. KAMRIT Financial Services LLP manages the entire ODI lifecycle: determining whether your investment qualifies under the Automatic Route or Government Route, drafting the board resolution and overseas entity documents, filing Form ODI Part I and Part II with your AD bank, and ensuring your Annual Performance Report (APR) via Form ODI Part III is filed within 60 days of every March 31. Our compliance team has handled ODI filings for manufacturing units in ASEAN, tech acquisitions in the US and UK, and JV structures across Africa and the Middle East.

What is ODI or Overseas Investment in India 2026?

Overseas Direct Investment (ODI) under FEMA 20A refers to the investment by an Indian resident entity (company, LLP, or body corporate) in an overseas joint venture (JV) or wholly owned subsidiary (WOS) by way of subscription to shares, capital contribution, or extension of loans and guarantees. The legal framework is governed by FEMA 1999, specifically FEMA 20A (Direct Investment by Residents in Joint Venture/Wholly Owned Subsidiary Abroad), as periodically updated by RBI's Master Direction on Direct Investment. The investment ceiling under the Automatic Route, post the August 2022 RBI liberalisation, permits an Indian entity to invest up to USD 1.5 billion (or its equivalent) per financial year in a single overseas project without prior RBI approval, provided the total financial commitment does not exceed 400% of the net worth of the investing company as per its last audited balance sheet. Investments exceeding these thresholds, or those falling in prohibited sectors (real estate, banking, agricultural plantations, defence, and nuclear energy for private players), require approval through the Government Route. The relevant reporting form is Form ODI, filed through the AD bank in three parts: Part I (remittance reporting), Part II (shares/securities reporting), and Part III (Annual Performance Report).

Who needs this

Your company or LLP is eligible to make an overseas investment if it meets all the conditions below under FEMA 20A and the applicable RBI liberalised framework.

  • Indian incorporated company or LLP with valid PAN and audited financial statements for the preceding financial year.
  • Net worth as per the last audited balance sheet must be positive (net worth must be fully positive, not just net current assets positive).
  • Total financial commitment (equity + loan + guarantee) to the overseas entity must not exceed 400% of net worth without triggering Government Route approval.
  • The overseas target entity must be in a sector not prohibited for private Indian investment under FEMA 20A (e.g., real estate and farm land acquisitions are prohibited).
  • If investing in an existing overseas entity, the minimum valuation norms under the Transfer Pricing guidelines must be satisfied (for investments above specified thresholds, certified valuation by a Category I merchant banker or chartered accountant required).
  • The investing company must not be on the Reserve Bank's caution list or under investigation by Sebi, Income Tax, or CBI for financial irregularities.
  • For investments requiring the Government Route (e.g., defence sector beyond specified limits, cross-border M&A exceeding USD 750 million in sensitive geographies), prior approval from the concerned ministry and the RBI is mandatory before remittance.
  • The overseas entity must have a defined line of activity that is permissible both under Indian FEMA regulations and the laws of the host country.
  • For loans and guarantees extended to the overseas JV/WOS, the all-in-cost of such loans must comply with the arm's length principle and the prescribed interest rate ceiling under FEMA regulations.
  • Annual Performance Reporting must be completed for each overseas entity within 60 days of March 31 every year, or within 30 days of the overseas entity being wound up or disinvested.

Documents required

The document stack for an ODI filing depends on whether you are setting up a new overseas entity (greenfield) or investing in an existing one (brownfield). Both paths share a common KYC and board-authorisation core.

  • PAN Card and DIN of all directors of the investing Indian company (self-attested copies).
  • Registered Office address proof of the Indian company (latest electricity bill or rent agreement with GST certificate).
  • Audited Financial Statements of the Indian investing company for the preceding two financial years (to establish net worth and turnover).
  • Board Resolution in the prescribed format authorising the overseas investment, specifying the amount, nature of investment (equity/loan/guarantee), and naming the authorised signatory.
  • Special Resolution under Section 186 of the Companies Act 2013 if the investment exceeds 60% of paid-up capital and free reserves or 100% of free reserves and securities premium.
  • Form ODI Part I (for remittances exceeding USD 250,000) or lower threshold remittances, submitted through the AD bank.
  • Form ODI Part II with Annexures (details of overseas entity, share certificate copies, overseas entity registration certificate, and shareholders' agreement if applicable).
  • Valuation Certificate from a Category I Merchant Banker or a Chartered Accountant for brownfield investments where the acquisition cost exceeds specified thresholds under FEMA 20A.
  • No Objection Certificate or specific approval from the AD bank if the transaction involves complex structures (e.g., step-down subsidiaries or multi-jurisdiction holdings).
  • KYC of the overseas entity including its registration certificate, memorandum of association, and details of beneficial owners with shareholding above 10%.
  • Loan Agreement or Guarantee Agreement (if investment involves intra-group loans or corporate guarantees), with terms including interest rate, tenure, and repayment schedule.
  • Form FC-GPR (for situations where securities are received from the overseas entity, e.g., bonus shares, stock splits or share transfers received in India).
  • Annual Performance Report (Form ODI Part III) template, signed by the authorised director and the statutory auditor, for filing within 60 days of March 31.

How KAMRIT runs it, step by step

KAMRIT manages the ODI filing process in seven structured stages, coordinating between your board, your AD bank branch, and the RBI reporting portal.

  1. Preliminary Eligibility and Route Determination. KAMRIT reviews your last two audited balance sheets to confirm net worth, checks your sector against the prohibited list in FEMA 20A, and determines whether the investment falls under the Automatic Route (RBI no-objection required) or the Government Route (RBI and ministry-level approval required). This stage also includes a net-worth-to-financial-commitment ratio check. Deliverable: a written Route Assessment Note within 3 working days of receiving financials.
  2. Board Resolution Drafting and Company Law Compliance. We draft a FEMA-compliant Board Resolution specifying the investment amount in INR and foreign currency, the nature of investment (equity, loan, or guarantee), the name of the overseas JV/WOS, and the authorised signatory. If the investment exceeds the Section 186 threshold, we also prepare the Special Resolution and Explanatory Statement for the General Meeting. Deliverable: drafted resolutions within 2 working days.
  3. Form ODI Part I, Remittance Reporting Setup. Before any foreign exchange is remitted, the AD bank must be intimated using Form ODI Part I. KAMRIT prepares and submits the completed Form ODI Part I along with the Board Resolution, financials, and KYC documents to your bank's FCY desk. For Automatic Route transactions, this is filed at the pre-remittance stage. For Government Route cases, the AD bank forwards the package to RBI. Deliverable: submitted Form ODI Part I and AD bank acknowledgement within 5-7 working days of board resolution.
  4. Overseas Entity Formation or Acquisition Documentation. KAMRIT coordinates with overseas counsel or your appointed agent in the target country to obtain the Certificate of Incorporation, MOA/AOA or equivalent, and share certificates of the overseas entity. For brownfield acquisitions, we arrange for the Category I Merchant Banker or CA valuation certificate to be attached to the Form ODI Part II filing. Deliverable: overseas entity documents and valuation report within country-specific timelines (typically 2-6 weeks depending on jurisdiction).
  5. Form ODI Part II, Share/Interest Reporting. Within 30 days of the overseas entity allotting shares or the acquisition completing, Form ODI Part II is filed with the AD bank. KAMRIT compiles the complete package: Form ODI Part II, share certificates, overseas entity's registration documents, shareholders' agreement, and the FC-GPR annexure if applicable. The AD bank scrutinises and forwards to RBI's FEMA reporting system. Deliverable: filed Form ODI Part II with AD bank acknowledgement within the statutory 30-day window.
  6. RBI Reporting and Acknowledgement Tracking. KAMRIT tracks the AD bank and RBI acknowledgements for both Part I and Part II filings. For Government Route investments, we follow up on the RBI and FIPB/cabinet committee clearance status and coordinate with the AD bank for remittance release after the approval letter is received. Deliverable: copy of RBI-acknowledged Form ODI filings and remittance release confirmation.
  7. Annual Compliance, Form ODI Part III (APR). Every year, by June 30 (60 days post-March 31), Form ODI Part III (Annual Performance Report) must be filed for each live overseas entity. KAMRIT collects the overseas entity's audited financials, compiles the APR data (revenue, assets, operational status), gets it signed by the authorised director and statutory auditor, and files it through the AD bank. Deliverable: filed APR within the statutory deadline every year.

Timeline

From kickoff to the first remittance release, a straightforward Automatic Route ODI filing through an efficient AD bank takes 15 to 25 working days for the KAMRIT-controlled preparation stages (route assessment, board resolution, Form ODI Part I preparation). The AD bank's own processing adds 3 to 7 working days for standard remittance approvals. Government Route filings, where RBI prior approval is needed, extend the regulator-controlled phase to 30 to 60 working days depending on the ministry involved and whether the transaction exceeds USD 500 million (requiring Cabinet Committee on Economic Affairs approval). Brownfield acquisitions with valuation requirements add 10 to 20 working days for the merchant banker or CA valuation. The overseas entity formation in the target country runs parallel to the Indian regulatory stages and takes 2 to 8 weeks depending on jurisdiction. Total end-to-end for a greenfield Automatic Route investment in an ASEAN or UAE entity is realistically 45 to 60 calendar days. Annual APR filings (Form ODI Part III) are a separate 5 to 8 working day cycle each June.

How our pricing compares

KAMRIT Financial Services LLP's ODI service starts at ₹34,899 for a standard Automatic Route filing (Form ODI Part I and Part II, excluding overseas entity formation in the target jurisdiction). This package covers route assessment, board resolution drafting, Form ODI preparation and filing through the AD bank, and APR preparation for the first year. Government Route filings are custom-quoted based on complexity. By way of comparison, IndiaFilings.com prices ODI filings at ₹29,999 to ₹39,999 for standard packages but charges additional fees of ₹5,000 to ₹15,000 for Government Route cases and ₹8,000 to ₹20,000 extra for APR filings per overseas entity. Vakilsearch lists ODI packages between ₹35,000 and ₹65,000 with turnaround times of 30 to 45 working days and charges separately for board resolution drafting. ClearTax charges ₹39,999 to ₹74,999 for ODI advisory and filing, with limited post-filing APR hand-holding included only in premium tiers. LegalRaasta offers budget ODI filings starting at ₹24,999 but with slower turnaround (35 to 55 working days), limited AD bank coordination, and the APR filing is treated as a separate add-on at ₹4,999 per entity per year. KAMRIT's pricing is justified by two factors: first, we price the complete filing cycle (Part I, Part II, and first-year APR) as a bundled offering rather than charging per form; second, our team has direct relationships with FCY desk officers at major AD banks (HDFC, ICICI, Axis), which reduces back-and-forth and accelerates remittance release. Government fees are nominal (₹500 to ₹1,000 for RBI Form ODI filing fees at certain thresholds) and are pass-through; stamp duty on board resolutions is covered within our drafting fee.

Common mistakes KAMRIT avoids

Filing an ODI without professional guidance often results in regulatory breaches that are discovered only at the time of a future transaction or an RBI audit. These are the most frequent errors we see.

  • Filing Form ODI Part II beyond the 30-day deadline: penalties under FEMA 1999 Section 13 can be imposed even for delays of a single day beyond the statutory window.
  • Incorrect route classification: many filers incorrectly assume a large investment falls under the Automatic Route when it actually requires Government Route approval, leading to RBI penal notices.
  • Ignoring the net-worth cap: investing beyond 400% of audited net worth without prior approval is a direct FEMA violation and can result in compounding penalties.
  • Failing to file Annual Performance Report (Form ODI Part III): non-filing is a compliance default that blocks future ODI remittances and triggers a freeze on the company's FCY operations.
  • Using unaudited financials to compute net worth: only audited balance sheet figures are accepted by RBI; provisional figures or management accounts are not permissible.
  • Not reporting intra-group loans and corporate guarantees separately: loans and guarantees to the overseas JV/WOS must be reported as part of the total financial commitment and separately under FEMA 20A loan reporting provisions.
  • Omitting the FC-GPR filing for bonus shares or stock splits received from the overseas entity: any new securities received in India from the overseas entity require a separate FC-GPR filing.
  • Investing in prohibited sectors without government approval: sectors such as real estate (except for diplomatic missions), agricultural plantations, and gambling are outright prohibited and cannot be regularised after the fact.

Frequently asked questions

How much does ODI or Overseas Investment cost in India 2026?

KAMRIT's published starting price for ODI or Overseas Investment is ₹34,899. Pricing is fixed-fee with no hidden charges. Government fees are extra and disclosed separately. The exact fee depends on scope, state, and any add-ons. See the package cards on this page for tiered options.

What documents will KAMRIT need for ODI or Overseas Investment?

KAMRIT shares a precise checklist on the kickoff call within one business day of your enquiry. Typical documents include identity and address proof of the directors or principal officer, business address proof, and any service-specific supporting documents.

How long does ODI or Overseas Investment take?

Timelines depend on regulator processing. KAMRIT initiates filings within one business day of receiving complete documents and tracks every notification. For most India-based filings the end-to-end timeline is 7 to 21 working days.

Does KAMRIT serve clients outside Delhi and Noida?

Yes. KAMRIT serves clients across India and globally. The team is headquartered at 1372, Kashmere Gate, Delhi 110006 and at 4th Floor, C130, Sector 2, Noida 201301 (Uttar Pradesh), with engagement teams across Mumbai, Bengaluru, Hyderabad, Chennai, and Pune.

Can KAMRIT also handle ongoing compliance after ODI or Overseas Investment?

Yes. KAMRIT supports the entire compliance lifecycle. Most clients move to a fixed-fee monthly retainer covering GST, TDS, ROC, payroll, PF, ESI, and FEMA after their initial registration is complete.

Is the pricing all-inclusive?

KAMRIT's professional fee is fixed and transparent. Government statutory fees, stamp duty, and any third-party costs (notarisation, valuation reports, etc.) are extra and disclosed before work starts.

How do I get started with ODI or Overseas Investment?

Send your enquiry through our contact form. A senior KAMRIT expert reviews it within one business day and replies with a precise document checklist and a fixed-fee quote.

Get started with ODI or Overseas Investment

A senior KAMRIT expert responds within one business day. Pricing is fixed-fee.

Speak to us