Outbound Investment

Overseas Direct Investment Advisory

End-to-end structuring of outbound investments by Indian entities — from RBI approval to subsidiary incorporation and ongoing compliance under FEMA Overseas Investment Rules, 2022.

⏱ 4–10 Weeks 📋 12+ Deliverables 🌍 India + Global

What is ODI?

Overseas Direct Investment (ODI) allows Indian entities to invest in foreign subsidiaries, joint ventures, and step-down structures. The regulatory framework is governed by the FEMA Overseas Investment Rules, 2022 and RBI Master Direction on Direct Investment.

Why ODI Matters

Indian companies expanding globally must navigate a complex web of RBI approvals, sectoral caps, and post-investment reporting. A misstep in ODI structuring can trigger FEMA penalties, freeze repatriation, or invalidate downstream investments.

SilverSiX ensures your outbound investment is structured for compliance from day one — with automatic vs. approval route assessment, optimal jurisdiction selection, and a clear exit roadmap.

📊 Key Regulatory Thresholds

  • Automatic Route: Up to 400% of Indian entity's net worth
  • Approval Route: Beyond 400% or restricted sectors
  • Minimum investment: No floor under automatic route
  • Downstream investment: Permitted through foreign subsidiary
  • Annual Performance Report (APR): Mandatory by 15 July
  • LOU/LOC/Letter of Credit: Permitted under specific conditions

Comprehensive ODI Services

🏢 Subsidiary Structuring

We design the optimal holding structure — WOS, JV, or step-down SPV — considering tax treaties, substance requirements, and repatriation efficiency.

  • Jurisdiction selection (Singapore, UAE, UK, Netherlands)
  • Entity type analysis (Company vs. LLP vs. Trust)
  • Step-down subsidiary layering strategy

📋 RBI Compliance

Complete filing and approval management under the automatic and approval routes, including Form ODI-Part I, II, and III.

  • Net worth computation & eligibility check
  • Form ODI filing with AD Bank
  • Unique Identification Number (UIN) procurement
  • Post-filing reporting (APR, FLA Returns)

🔄 Repatriation & Exit

We structure fund flows and exit mechanisms to ensure tax-efficient repatriation of dividends, royalties, and capital gains.

  • Dividend repatriation structuring
  • Share sale / liquidation exit planning
  • Round-tripping prevention compliance
  • DTAA benefit optimization on exit

⚖️ FEMA Advisory

Comprehensive FEMA compliance covering overseas investment, guarantee issuance, and external commercial borrowings.

  • FEMA Overseas Investment Rules, 2022 compliance
  • Guarantee issuance for foreign subsidiary
  • ECB-linked ODI structuring
  • Compounding of contraventions (if any)

📈 Valuation & Pricing

Fair value determination for ODI to meet FEMA pricing guidelines and prevent downstream disputes.

  • FC-TRS and FC-GPR linked pricing
  • Independent valuation certification
  • Arm's length pricing for related-party ODI

🔍 Ongoing Monitoring

Annual compliance calendar and regulatory health checks to keep your ODI structure audit-ready.

  • APR filing by 15 July every year
  • FLA Return (July 15) preparation
  • Change in ownership reporting
  • Regulatory audit & gap assessment

Our ODI Process

A six-phase methodology designed for speed, compliance, and clarity.

1

Eligibility & Net Worth Assessment

We evaluate the Indian entity's net worth, track record, and sectoral eligibility to determine automatic vs. approval route applicability.

2

Jurisdiction & Entity Selection

Based on your business model, we recommend the optimal jurisdiction (Singapore, UAE, UK, etc.) and entity type (WOS, JV, SPV).

3

Documentation & Filing

Preparation of Board Resolutions, valuation reports, FEMA declarations, and Form ODI filing with the AD Bank.

4

RBI / AD Bank Approval

Liaison with the AD Bank and RBI (if approval route) to secure UIN and remittance clearance.

5

Foreign Subsidiary Incorporation

Coordination with local counsel for incorporation, bank account opening, and substance creation.

6

Ongoing Compliance & Reporting

Annual APR, FLA Returns, change-in-structure reporting, and repatriation planning.

What You Receive

DeliverableDescriptionTimeline
ODI Structuring MemoDetailed advisory on route, jurisdiction, and entity typeWeek 1
Net Worth CertificateCertified computation per FEMA guidelinesWeek 1
Valuation ReportIndependent valuation for pricing complianceWeek 2
Form ODI FilingComplete filing with AD Bank (Part I / II / III)Week 2–4
UIN ConfirmationUnique Identification Number from RBIWeek 3–5
Foreign Incorporation KitSubsidiary incorporation docs, MOA, AOAWeek 4–8
Compliance CalendarAnnual APR, FLA, and event-based reporting trackerWeek 6
Repatriation RoadmapTax-efficient exit and fund-flow blueprintWeek 6

Common Questions

What is the maximum ODI allowed under the automatic route?
Indian entities can invest up to 400% of their average net worth during the preceding three financial years under the automatic route. Beyond this, approval from the RBI is required.
Can an Indian individual make ODI?
Yes, resident individuals can invest in foreign entities under the Liberalised Remittance Scheme (LRS) up to USD 250,000 per financial year. For business-driven investments, an Indian entity structure is usually preferred.
What is the Annual Performance Report (APR)?
APR is a mandatory annual return filed by 15 July each year, reporting the financial performance of the Indian party's overseas investment. Non-filing attracts FEMA penalties.
Is downstream investment permitted through ODI?
Yes. The foreign subsidiary (WOS/JV) can make further downstream investments subject to FEMA guidelines and the original ODI approval conditions.
Can ODI be funded through ECB?
Yes, under specific conditions. External Commercial Borrowings can be used to fund ODI provided the ECB guidelines and end-use restrictions are complied with.

Ready to Structure Your Outbound Investment?

Book a confidential discovery call with our advisory team. We assess your situation and outline a clear execution roadmap within 48 hours.

Schedule a Consultation →