FEMA Due Diligence
Comprehensive FEMA due diligence for transactions, funding rounds and M&A — all existing violations identified, quantified and compounded before they become deal-breakers.
Get a FEMA due diligence done
Share your company's FDI and foreign transaction history. We conduct a full FEMA audit and identify all compliance gaps.
Talk to a CS →A complete FEMA due diligence package
FEMA Compliance Audit
All historical foreign transactions — FDI, ODI, ECB, transfers — reviewed against FEMA filings.
Gap Identification Report
Every missed filing, pricing violation and compliance gap documented with penalty exposure estimated.
FC-GPR and FLA Reconciliation
FIRMS portal records reconciled against actual share allotments, transfers and foreign investment.
Compounding Strategy
Violations categorised by severity — compounding applications filed in optimal sequence.
Transaction Structuring Review
Proposed transactions reviewed for FEMA compliance before execution — no surprises after the deal.
Clean FEMA Certificate
Post-remediation compliance certificate issued — useful for investor due diligence and M&A.
When FEMA due diligence is essential
Before Raising FDI
Investors conduct FEMA due diligence — existing violations discovered in diligence kill deals.
Before M&A Transactions
Acquirer conducts FEMA review of target company — undisclosed violations become seller's liability.
Before RBI Inspection
Self-initiated FEMA audit before any RBI inspection — self-disclosure attracts lower penalties.
After Rapid Growth
Companies that raised multiple rounds quickly often have gaps — best identified and fixed proactively.
On Change of Management
New promoters or investors require clean FEMA records before assuming control.
Before Overseas Listing
SEBI and overseas exchange listing requirements include FEMA compliance certification.
FEMA violations discovered by the RBI attract up to 3x the transaction value in penalties. Violations self-disclosed through compounding attract significantly lower penalties — proactive due diligence is always cheaper than reactive compounding.
Common FEMA gaps found in due diligence
Simple steps, no surprises
Document review
All FEMA-related documents — FC-GPR, FLA returns, share registers, bank statements — collected.
FIRMS portal audit
FIRMS portal records compared against actual transactions — gaps identified and quantified.
Gap report issued
Comprehensive FEMA gap report with penalty exposure estimate and remediation roadmap.
Compounding filed
Compounding applications filed for all identified violations — clean FEMA record achieved.
Other services you may need
Frequently asked questions
FEMA due diligence is a systematic review of a company's foreign exchange transactions against its FEMA filings — FC-GPR, FLA return, FC-TRS, ODI and ECB. It identifies every compliance gap, pricing violation and missed filing — and the associated penalty exposure.
Foreign investors and VCs conduct FEMA due diligence as part of standard legal due diligence. Undisclosed violations discovered by investors create negotiating leverage, reduce valuation and sometimes kill deals. Proactive due diligence and compounding before investor diligence avoids this.
Compounding is the process of settling a FEMA violation voluntarily with the RBI by paying a prescribed penalty. It regularises the company's FEMA position and provides immunity from further enforcement action for the compounded violation. Self-disclosure attracts lower penalties than violations discovered by the RBI.
FEMA due diligence typically covers all transactions from the date of incorporation that involved a foreign element — FDI received, shares transferred to non-residents, overseas investments, ECB. There is no limitation period for FEMA violations until they are compounded.
Most technical FEMA violations — late filing, pricing errors, missed returns — can be compounded. However, violations involving sectors where FDI is prohibited, hawala transactions or serious fraud cannot be compounded and are subject to enforcement action by the Enforcement Directorate.
Need a FEMA due diligence done?
We audit your entire FEMA history, quantify exposure and compound violations — a clean FEMA record before your next transaction.