SCHEDULE-10 - Issue of Indian Depository Receipts - Foreign Exchange Management (Non-debt Instruments) Rules, 2019

SCHEDULE X (See rule 10(2)) Issue of Indian Depository Receipts (1) Issue of IDRs. -Companies incorporated outside India may issue IDRs through a Domestic Depository, to persons resident in India and outside India, subject to the following conditions: (a) the issue of IDRs is in compliance with the Companies (Registration of Foreign Companies) Rules, 2014 and the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009; (b) any issue of IDRs by financial or banking companies having presence in India, either through a branch or subsidiary, shall require prior approval of the sectoral regulator(s); (c) IDRs shall be denominated in Indian rupee only; (d) the proceeds of the issue of IDRs shall be immediately repatriated outside India by the companies issuing such IDRs. (2) Purchase or sale of IDRs.- A FPI or a NRI or an OCI may purchase, hold, or sell IDRs, subject to the following terms and conditions, namely:- (a) the mode of payment and attendant conditions for remittance of sale or maturity proceeds shall be as specified by the Reserve Bank; (b) limited two way fungibility of IDRs shall be permissible subject to the terms and conditions stipulated by the Reserve Bank in this regard; (c) IDR shall not be redeemable into underlying equity shares before the expiry of one year from the date of issue; (d) Redemption or conversion of IDRs into underlying equity shares of the issuing company shall be in compliance with the Foreign Exchange Management (Transfer or Issue of any Foreign Security) Regulations, 2004.