APR filing support
Review whether the Annual Performance Report applies, align the foreign entity's financial records and coordinate certification and submission through the designated AD bank.
Who needs an APR.
Under the current Overseas Investment Regulations, a person resident in India that acquired equity capital in a foreign entity and whose holding is treated as ODI generally submits one Annual Performance Report for each foreign entity every year through the designated AD bank.
The rule contains exceptions. APR is not required where the Indian resident holds less than 10% of the foreign entity's equity without control and has no other financial commitment except equity, or where the foreign entity is under liquidation. Ownership, control, other commitment and the status of the foreign entity therefore need to be checked before treating APR as a universal requirement.
Sources checked 25 October 2026: RBI Overseas Investment Regulations, 2022 and Overseas Investment Master Direction, updated 1 April 2026. This page is general service information, not a determination that a particular investor must file.
Deadline and financial-statement basis.
The regulations prescribe 31 December for the annual report. Where the foreign entity's accounting year also ends on 31 December, the APR is due by 31 December of the following year. The reporting period follows the foreign entity's accounts; confirm the year and bank cut-off before preparation.
APR is generally based on the foreign entity's audited financial statements. Unaudited financial statements are permitted only where the Indian investor does not have control and the host jurisdiction does not mandate an audit; those statements must still be certified by the statutory auditor of the Indian entity or by a chartered accountant where statutory audit is not applicable. The current Master Direction also requires CA certification where statutory audit is not applicable, including for resident individuals. We therefore do not describe resident-individual self-certification as sufficient.
Work that can be scoped.
- Investor, ODI, ownership, control and exemption review
- Foreign-entity accounting-period and reporting-year mapping
- UIN, prior APR and designated AD-bank record review
- Financial data schedule and Form APR preparation support
- CA or statutory-auditor certification coordination
- Designated AD-bank checklist and query coordination
- Late-year inventory and LSF route review where available
- Acknowledgement and records handover
Records we normally request.
- UIN and the initial Form FC or available legacy ODI record
- Investor and foreign-entity ownership records
- Foreign entity financial statements for the reporting year
- Prior APR submissions and AD-bank acknowledgements
- Shareholding changes and step-down-subsidiary details
- Capital, debt, guarantees and other financial commitments
- Repatriation and other transactions relevant to the report
- AD-bank correspondence, deficiency notes or late-filing advice
Who files, who certifies and what a UIN means.
Overseas-investment reporting is routed through the designated AD Category-I bank. ZenoLedger can coordinate the agreed records, form preparation, certification and bank handoff, but the bank conducts its review and reports through the RBI system. The proposal identifies the Indian investor, foreign entity, reporting year, certifier, bank responsibilities and the evidence to be retained.
A UIN is an important record, but the RBI Master Direction says allotment does not constitute approval; it signifies that the investment has been taken on record for the reporting database. Where multiple Indian investors made ODI in the same foreign entity, the regulations allocate APR responsibility to the highest-stake investor, or allow joint filing where holdings are equal. That position should be reconciled before more than one investor prepares duplicative reports.
Fees are quoted after reviewing the number of foreign entities and years, ownership/control, financial-statement status, certification needs, bank checklist and any historic deficiency. A current-year APR with complete records is not priced as a multi-year regularisation. Bank charges, late-submission fees and other third-party costs are identified separately where known.
Late APRs need a route, not a guarantee.
The RBI Master Direction currently lists a ₹7,500 Late Submission Fee per delayed APR or other covered periodic return. It states that the LSF option is generally available up to three years from the reporting due date. If that option is unavailable or not used within the permitted route, penal action may follow; further financial commitment or transfer can also be restricted until delayed reporting is regularised.
We first verify the year, obligation, exemption position, AD-bank record and available filing route. We do not promise a waiver, compounding outcome, processing timeline or acceptance of incomplete records.
Common questions.
Does every Indian founder with a US company file APR?
No. Residence, whether the investment is ODI, ownership percentage, control, other financial commitment and the regulation's exemptions matter.
Can a resident individual self-certify the APR?
The current RBI Master Direction says APR should be certified by a chartered accountant where statutory audit is not applicable, including for resident individuals.
Is APR filed directly on an RBI portal by the investor?
The engagement is coordinated through the designated AD bank. The bank reviews the submission and handles reporting into the RBI system.
Does a UIN mean the investment was approved?
No. RBI states that a UIN records the investment in its database; allotment does not constitute approval.
Is FLA included with APR?
FLA is a separate reporting obligation for applicable Indian entities. It is not automatically the same filing or applicable to every resident individual. It is included only when named in the engagement.
Related guidance.
Need to review an APR?
Tell us who holds the foreign entity, the reporting year, designated AD bank and records available. We will clarify applicability, certification, scope and fee basis before work begins.