Consolidated FDI Policy Circular of 2020

Paragraph 2.1 Definitions

Chapter: 2 · Definitions
Text as on: As issued 15 October 2020; Press Notes since are not applied

2.1 DEFINITIONS

2.1.1 ‘AD Category-I Bank’ means a bank (Scheduled Commercial, State or Urban 2.1.2 Cooperative) which is authorized under Section 10(1) of FEMA to undertake all 2.1.3 current and capital account transactions according to the directions issued by the 2.1.4 RBI from time to time. 2.1.5 ‘Authorized Bank’ shall have the meaning assigned to it under the Foreign 2.1.6 Exchange Management (Deposit) Regulations, 2016. 2.1.7 2.1.8 ‘Authorized Dealer’ means a person authorized as an authorized dealer under sub-section (1) of section 10 of FEMA.

‘Automatic route’ means the entry route through which investment by a person resident outside India does not require the prior approval of the Reserve Bank of India or the Central Government.

‘Capital’ means equity shares; fully, compulsorily & mandatorily convertible preference shares; fully, compulsorily & mandatorily convertible debentures and warrants.

Note: The equity shares issued in accordance with the provisions of the Companies Act, as applicable, shall include equity shares that have been partly paid. Preference shares and convertible debentures shall be required to be fully paid, and should be mandatorily and fully convertible. Further, ‘warrant’ includes Share Warrant issued by an Indian Company in accordance with the regulations by the Securities and Exchange Board of India (SEBI) and the provisions of the Companies Act, 2013.

‘Capital account transaction’ means a transaction which alters the assets or liabilities, including contingent liabilities, outside India of persons resident in India or assets or liabilities in India of persons resident outside India, and includes transactions as per Section 6 of FEMA.

‘Competent Authority’ means the concerned Administrative Ministry/Department empowered to grant government approval for foreign investment under the extant FDI Policy and FEMA Rules/Regulations.

‘Control’ shall include the right to appoint a majority of the directors or to control the management or policy decisions, exercisable by a person or persons acting

2.1.9 individually or in concert, directly or indirectly, including by virtue of their shareholding or management rights or shareholders agreements or voting 2.1.10 agreements. For the purposes of Limited Liability Partnership, ‘control’ will mean 2.1.11 right to appoint majority of the designated partners, where such designated 2.1.12 partners, with specific exclusion to others, have control over all the policies of the 2.1.13 LLP. 2.1.14 ‘Convertible Note’ means an instrument issued by a startup company 2.1.15 acknowledging receipt of money initially as debt, which is repayable at the option of the holder, or which is convertible into such number of equity shares of such startup company, within a period not exceeding five years from the date of issue of the convertible note, upon occurrence of specified events as per the other terms and conditions agreed to and indicated in the instrument.

‘Depository Receipt’ (DR) means a foreign currency denominated instrument, whether listed on an international exchange or not, issued by a foreign depository in a permissible jurisdiction on the back of eligible securities issued or transferred to that foreign depository and deposited with a domestic custodian and includes ‘global depository receipt’ as defined in the Companies Act, 2013.

‘Domestic Custodian’ means a custodian of securities registered with the SEBI in accordance with the SEBI (Custodian of Securities) Regulations, 1996.

‘Domestic Depository’ means a custodian of securities registered with the SEBI and authorised by the issuing entity to issue Indian depository receipts.

‘ESOP’ means ‘Employees’ stock option’ as defined under the Companies Act, 2013 and issued in accordance with the Companies Act, 2013 and SEBI regulations, as applicable.

‘Erstwhile Overseas Corporate Body’(OCB) means a company, partnership firm, society and other corporate body owned directly or indirectly to the extent of at least sixty percent by non-resident Indians and includes overseas trust in which not less than sixty percent beneficial interest is held by non-resident Indians directly or indirectly but irrevocably and which was in existence on the date of commencement of the Foreign Exchange Management (Withdrawal of General Permission to Overseas Corporate Bodies (OCBs) Regulations, 2003 and immediately prior to such commencement was eligible to undertake transactions pursuant to the general permission granted under the regulations under FEMA.

‘Foreign Currency Convertible Bond’ (FCCB) means a bond issued under the Issue of Foreign Currency Convertible Bonds and Ordinary Shares (Through Depository

2.1.16 Receipt Mechanism) Scheme, 1993, as amended from time to time.

2.1.17 ‘FDI’ or ‘Foreign Direct Investment’ means investment through capital instruments by a person resident outside India in an unlisted Indian company; or in ten per cent 2.1.18 or more of the post issue paid-up equity capital on a fully diluted basis of a listed 2.1.19 Indian company; 2.1.20 2.1.21 Note:- In case an existing investment by a person resident outside India in capital instruments of a listed Indian company falls to a level below ten percent, of the post issue paid-up equity capital on a fully diluted basis, the investment shall continue to be treated as FDI;

Explanation: - Fully diluted basis means the total number of shares that would be outstanding if all possible sources of conversion are exercised

‘Foreign Investment’ means any investment made by a person resident outside India on a repatriable basis in capital instruments of an Indian company or to the capital of a LLP;

Explanation: - If a declaration is made by a person as per the provisions of the Companies Act, 2013 about a beneficial interest being held by a person resident outside India, then even though the investment may be made by a resident Indian citizen, the same shall be counted as foreign investment;

Note:- A person resident outside India may hold foreign investment either as FDI or as FPI in any particular Indian company;

‘FDI linked performance conditions’ means the sector specific conditions for companies receiving foreign investment.

‘FEMA’ means the Foreign Exchange Management Act, 1999 (42 of 1999).

‘Foreign Portfolio Investment’ means any investment made by a person resident outside India through capital instruments where such investment is less than ten percent of the post issue paid-up share capital on a fully diluted basis of a listed Indian company or less than ten percent of the paid-up value of each series of capital instrument of a listed Indian company.

‘Foreign Portfolio Investor’ (FPI)1 means a person registered in accordance with the provisions of Securities and Exchange Board of India (Foreign Portfolio Investors) Regulations, 2019, as amended from time to time.

1For details please refer to SEBI (FPI) Regulations, 2019, as amended from time to time and the Foreign Exchange Management (Non-Debt Instruments) Rules, 2019 as amended from time to time. Foreign Portfolio Investor/FPI wherever

2.1.22 ‘FVCI’ means a Foreign Venture Capital Investor incorporated and established 2.1.23 outside India and registered with the SEBI under the Securities and Exchange Board of India (Foreign Venture Capital Investors) Regulations, 2000, as amended from 2.1.24 time to time. 2.1.25 ‘Government Approval’ means the approval from the erstwhile Secretariat for 2.1.26 Industrial Assistance (SIA), Department for Promotion of Industry and Internal 2.1.27 Trade, Government of India and/ or the erstwhile Foreign Investment Promotion 2.1.28 Board (FIPB) and/ or Competent Authority (Administrative Ministry/Department) of the Policy, as the case may be.

‘Government Route’ means the entry route through which investment by a person resident outside India requires prior Government approval and foreign investment received under this route shall be in accordance with the conditions stipulated by the Government in its approval

‘Group Company’ means two or more enterprises which, directly or indirectly, are in a position to:

(i)exercise twenty-six percent or more of voting rights in other enterprise; or

(ii) appoint more than fifty percent of members of Board of Directors in the other enterprise.

‘Holding Company’ shall have the same meaning as assigned to it under the Companies Act, as amended from time to time.

‘Indian Company’ means a company incorporated in India under the Companies Act, as applicable.

‘Investment’ means to subscribe, acquire, hold or transfer any security or unit issued by a person resident in India.

Explanation:-

(i) Investment shall include to acquire, hold or transfer depository receipts issued outside India, the underlying of which is a security issued by a person resident in India;

(ii) for the purpose of LLP, investment shall mean capital contribution or acquisition or transfer of profit shares;

used in this document, shall have the meaning and implications as specified under the said regulations/Rules, particularly during the transition period as prescribed in these Regulations.

2.1.29 ‘Investment Vehicle’ shall mean an entity registered and regulated under relevant regulations framed by SEBI or any other authority designated for the purpose and 2.1.30 shall include (i)Real Estate Investment Trusts (REITs) governed by the SEBI (REITs) 2.1.31 Regulations, 2014, (ii)Infrastructure Investment Trusts (InvIts) governed by the SEBI 2.1.32 (InvIts) Regulations, 2014, and (iii)Alternative Investment Funds (AIFs) governed 2.1.33 by the SEBI (AIFs) Regulations, 2012 2.1.34 2.1.35 ‘Investing Company’ means an Indian Company holding only investments in other Indian company(ies), directly or indirectly, other than for trading of such 2.1.36 holdings/securities. 2.1.37 2.1.38 ‘Investment on repatriable basis’ means investment, the sale or maturity proceeds 2.1.39 of which, net of taxes, are eligible to be repatriated out of India and the expression ‘investment on non-repatriable basis’ shall be construed accordingly.

‘Joint Venture’ (JV) means an Indian entity incorporated in accordance with the laws and regulations in India in whose capital a non-resident entity makes an investment.

‘Limited Liability Partnership or LLP’ means a Limited Liability Partnership firm, formed and registered under the Limited Liability Partnership Act, 2008.

‘Listed Indian company’ means an Indian company which has any of its equity instruments or debt instruments listed on a recognised stock exchange in India and the expression “unlisted Indian company” shall be construed accordingly.

‘Manufacture’, with its grammatical variations, means a change in a non-living physical object or article or thing- (a) resulting in transformation of the object or article or thing into a new and distinct object or article or thing having a different name, character and use; or (b) bringing into existence of a new and distinct object or article or thing with a different chemical composition or integral structure.

‘Non-resident entity’ means a ‘person resident outside India’ as defined under FEMA.

‘Non-Resident Indian’ (NRI) means an individual resident outside India who is a citizen of India.

‘OCI’ or ‘Overseas Citizen of India’ means an individual resident outside India who is registered as an Overseas Citizen of India Cardholder under section 7A of the Citizenship Act, 1955 (57 of 1955).

A company is considered as ‘Owned’ by resident Indian citizens if more than 50% of the capital in it is beneficially owned by resident Indian citizens and / or Indian

2.1.40 companies, which are ultimately owned and controlled by resident Indian citizens. A Limited Liability Partnership will be considered as owned by resident Indian citizens if more than 50% of the investment in such an LLP is contributed by resident Indian citizens and/or entities which are ultimately ‘owned and controlled by resident Indian citizens’ and such resident Indian citizens and entities have majority of the profit share.

‘Person’ includes-

(i) an individual,

(ii) a Hindu undivided family,

(iii) a company,

(iv) a firm,

(v) an association of persons or a body of individuals whether incorporated or not,

(vi) every artificial juridical person, not falling within any of the preceding sub-

clauses, and

(vii) any agency, office, or branch owned or controlled by such person.

2.1.41 ‘Person resident in India’ means-

(i) a person residing in India for more than one hundred and eighty-two days during the course of the preceding financial year but does not include-

(A) A person who has gone out of India or who stays outside India, in either case-

(a) for or on taking up employment outside India, or

(b) for carrying on outside India a business or vocation outside India, or

(c) for any other purpose, in such circumstances as would indicate his intention to stay outside India for an uncertain period;

(B) A person who has come to or stays in India, in either case, otherwise than-

(a) for or on taking up employment in India; or

(b) for carrying on in India a business or vocation in India, or

(c) for any other purpose, in such circumstances as would indicate his intention to stay in India for an uncertain period;

(ii) any person or body corporate registered or incorporated in India,

(iii) an office, branch or agency in India owned or controlled by a person resident outside India,

2.1.42 (iv) an office, branch or agency outside India owned or controlled by a person 2.1.43 resident in India. 2.1.44 2.1.45 ‘Person resident outside India’ means a person who is not a Person resident in India. 2.1.46 2.1.47 ‘RBI’ means the Reserve Bank of India established under the Reserve Bank of India 2.1.48 Act, 1934.

2.1.49 ‘Resident Entity’ means ‘Person resident in India’ excluding an individual. 2.1.50 2.1.51 ‘Resident Indian Citizen’ shall be interpreted in line with the definition of ‘person 2.1.52 resident in India’ as per FEMA, 1999, read in conjunction with the Indian 2.1.53 Citizenship Act, 1955.

‘SEBI’ means the Securities and Exchange Board of India established under the Securities and Exchange Board of India Act, 1992.

‘SEZ’ means a Special Economic Zone as defined in Special Economic Zone Act, 2005.

‘Startup Company’ means a private company incorporated under the Companies Act, 2013 and identified under G.S.R. 127(E) dated 19th February, 2019 issued by the DPIIT, Ministry of Commerce and Industry.

‘Sweat Equity Shares’ means sweat equity shares defined under the Companies Act, 2013.

‘Total Foreign Investment’ means the total of foreign investment and indirect foreign investment and the same will be reckoned on a fully diluted basis.

‘Transferable Development Rights’ (TDR) shall have the meaning assigned to it in the regulations made under subsection (2) of section 6 of FEMA.

‘Unit’ shall mean beneficial interest of an investor in an Investment Vehicle

‘Venture Capital Fund’ (VCF) means a fund established in the form of a trust, a company including a body corporate and registered under the Securities and Exchange Board of India (Alternative Investment Funds) Regulations, 2012.

2.1    DEFINITIONS

2.1.1  ‘AD Category-I Bank’ means a bank (Scheduled Commercial, State or Urban
2.1.2  Cooperative) which is authorized under Section 10(1) of FEMA to undertake all
2.1.3  current and capital account transactions according to the directions issued by the
2.1.4  RBI from time to time.
2.1.5
       ‘Authorized Bank’ shall have the meaning assigned to it under the Foreign
2.1.6  Exchange Management (Deposit) Regulations, 2016.
2.1.7
2.1.8  ‘Authorized Dealer’ means a person authorized as an authorized dealer under sub-
       section (1) of section 10 of FEMA.

‘Automatic route’ means the entry route through which investment by a person
       resident outside India does not require the prior approval of the Reserve Bank of
       India or the Central Government.

‘Capital’ means equity shares; fully, compulsorily & mandatorily convertible
       preference shares; fully, compulsorily & mandatorily convertible debentures and
       warrants.

Note: The equity shares issued in accordance with the provisions of the Companies
       Act, as applicable, shall include equity shares that have been partly paid. Preference
       shares and convertible debentures shall be required to be fully paid, and should be
       mandatorily and fully convertible. Further, ‘warrant’ includes Share Warrant issued
       by an Indian Company in accordance with the regulations by the Securities and
       Exchange Board of India (SEBI) and the provisions of the Companies Act, 2013.

‘Capital account transaction’ means a transaction which alters the assets or
       liabilities, including contingent liabilities, outside India of persons resident in India
       or assets or liabilities in India of persons resident outside India, and includes
       transactions as per Section 6 of FEMA.

‘Competent Authority’ means the concerned Administrative Ministry/Department
       empowered to grant government approval for foreign investment under the extant
       FDI Policy and FEMA Rules/Regulations.

‘Control’ shall include the right to appoint a majority of the directors or to control
       the management or policy decisions, exercisable by a person or persons acting

2.1.9   individually or in concert, directly or indirectly, including by virtue of their
        shareholding or management rights or shareholders agreements or voting
2.1.10  agreements. For the purposes of Limited Liability Partnership, ‘control’ will mean
2.1.11  right to appoint majority of the designated partners, where such designated
2.1.12  partners, with specific exclusion to others, have control over all the policies of the
2.1.13  LLP.
2.1.14
        ‘Convertible Note’ means an instrument issued by a startup company
2.1.15  acknowledging receipt of money initially as debt, which is repayable at the option
        of the holder, or which is convertible into such number of equity shares of such
        startup company, within a period not exceeding five years from the date of issue of
        the convertible note, upon occurrence of specified events as per the other terms and
        conditions agreed to and indicated in the instrument.

‘Depository Receipt’ (DR) means a foreign currency denominated instrument,
        whether listed on an international exchange or not, issued by a foreign depository
        in a permissible jurisdiction on the back of eligible securities issued or transferred to
        that foreign depository and deposited with a domestic custodian and includes
        ‘global depository receipt’ as defined in the Companies Act, 2013.

‘Domestic Custodian’ means a custodian of securities registered with the SEBI in
        accordance with the SEBI (Custodian of Securities) Regulations, 1996.

‘Domestic Depository’ means a custodian of securities registered with the SEBI and
        authorised by the issuing entity to issue Indian depository receipts.

‘ESOP’ means ‘Employees’ stock option’ as defined under the Companies Act, 2013
        and issued in accordance with the Companies Act, 2013 and SEBI regulations, as
        applicable.

‘Erstwhile Overseas Corporate Body’(OCB) means a company, partnership firm,
        society and other corporate body owned directly or indirectly to the extent of at
        least sixty percent by non-resident Indians and includes overseas trust in which not
        less than sixty percent beneficial interest is held by non-resident Indians directly or
        indirectly but irrevocably and which was in existence on the date of commencement
        of the Foreign Exchange Management (Withdrawal of General Permission to
        Overseas Corporate Bodies (OCBs) Regulations, 2003 and immediately prior to such
        commencement was eligible to undertake transactions pursuant to the general
        permission granted under the regulations under FEMA.

‘Foreign Currency Convertible Bond’ (FCCB) means a bond issued under the Issue
        of Foreign Currency Convertible Bonds and Ordinary Shares (Through Depository

2.1.16  Receipt Mechanism) Scheme, 1993, as amended from time to time.

2.1.17  ‘FDI’ or ‘Foreign Direct Investment’ means investment through capital instruments
        by a person resident outside India in an unlisted Indian company; or in ten per cent
2.1.18  or more of the post issue paid-up equity capital on a fully diluted basis of a listed
2.1.19  Indian company;
2.1.20
2.1.21  Note:- In case an existing investment by a person resident outside India in capital
        instruments of a listed Indian company falls to a level below ten percent, of the post
        issue paid-up equity capital on a fully diluted basis, the investment shall continue
        to be treated as FDI;

Explanation: - Fully diluted basis means the total number of shares that would be
        outstanding if all possible sources of conversion are exercised

‘Foreign Investment’ means any investment made by a person resident outside
        India on a repatriable basis in capital instruments of an Indian company or to the
        capital of a LLP;

Explanation: - If a declaration is made by a person as per the provisions of the
        Companies Act, 2013 about a beneficial interest being held by a person resident
        outside India, then even though the investment may be made by a resident Indian
        citizen, the same shall be counted as foreign investment;

Note:- A person resident outside India may hold foreign investment either as FDI or
        as FPI in any particular Indian company;

‘FDI linked performance conditions’ means the sector specific conditions for
        companies receiving foreign investment.

‘FEMA’ means the Foreign Exchange Management Act, 1999 (42 of 1999).

‘Foreign Portfolio Investment’ means any investment made by a person resident
        outside India through capital instruments where such investment is less than ten
        percent of the post issue paid-up share capital on a fully diluted basis of a listed
        Indian company or less than ten percent of the paid-up value of each series of
        capital instrument of a listed Indian company.

‘Foreign Portfolio Investor’ (FPI)1 means a person registered in accordance with the
        provisions of Securities and Exchange Board of India (Foreign Portfolio Investors)
        Regulations, 2019, as amended from time to time.

1For details please refer to SEBI (FPI) Regulations, 2019, as amended from time to time and the Foreign Exchange
 Management (Non-Debt Instruments) Rules, 2019 as amended from time to time. Foreign Portfolio Investor/FPI wherever

2.1.22  ‘FVCI’ means a Foreign Venture Capital Investor incorporated and established
2.1.23  outside India and registered with the SEBI under the Securities and Exchange Board
        of India (Foreign Venture Capital Investors) Regulations, 2000, as amended from
2.1.24  time to time.
2.1.25
        ‘Government Approval’ means the approval from the erstwhile Secretariat for
2.1.26  Industrial Assistance (SIA), Department for Promotion of Industry and Internal
2.1.27  Trade, Government of India and/ or the erstwhile Foreign Investment Promotion
2.1.28  Board (FIPB) and/ or Competent Authority (Administrative Ministry/Department)
        of the Policy, as the case may be.

‘Government Route’ means the entry route through which investment by a person
        resident outside India requires prior Government approval and foreign investment
        received under this route shall be in accordance with the conditions stipulated by
        the Government in its approval

‘Group Company’ means two or more enterprises which, directly or indirectly, are
        in a position to:

(i)exercise twenty-six percent or more of voting rights in other enterprise; or

(ii) appoint more than fifty percent of members of Board of Directors in the other
                 enterprise.

‘Holding Company’ shall have the same meaning as assigned to it under the
        Companies Act, as amended from time to time.

‘Indian Company’ means a company incorporated in India under the Companies
        Act, as applicable.

‘Investment’ means to subscribe, acquire, hold or transfer any security or unit
        issued by a person resident in India.

Explanation:-

(i) Investment shall include to acquire, hold or transfer depository receipts issued
        outside India, the underlying of which is a security issued by a person resident in
        India;

(ii) for the purpose of LLP, investment shall mean capital contribution or acquisition
        or transfer of profit shares;

used in this document, shall have the meaning and implications as specified under the said regulations/Rules, particularly
during the transition period as prescribed in these Regulations.

2.1.29  ‘Investment Vehicle’ shall mean an entity registered and regulated under relevant
        regulations framed by SEBI or any other authority designated for the purpose and
2.1.30  shall include (i)Real Estate Investment Trusts (REITs) governed by the SEBI (REITs)
2.1.31  Regulations, 2014, (ii)Infrastructure Investment Trusts (InvIts) governed by the SEBI
2.1.32  (InvIts) Regulations, 2014, and (iii)Alternative Investment Funds (AIFs) governed
2.1.33  by the SEBI (AIFs) Regulations, 2012
2.1.34
2.1.35  ‘Investing Company’ means an Indian Company holding only investments in other
        Indian company(ies), directly or indirectly, other than for trading of such
2.1.36  holdings/securities.
2.1.37
2.1.38  ‘Investment on repatriable basis’ means investment, the sale or maturity proceeds
2.1.39  of which, net of taxes, are eligible to be repatriated out of India and the expression
        ‘investment on non-repatriable basis’ shall be construed accordingly.

‘Joint Venture’ (JV) means an Indian entity incorporated in accordance with the
        laws and regulations in India in whose capital a non-resident entity makes an
        investment.

‘Limited Liability Partnership or LLP’ means a Limited Liability Partnership firm,
        formed and registered under the Limited Liability Partnership Act, 2008.

‘Listed Indian company’ means an Indian company which has any of its equity
        instruments or debt instruments listed on a recognised stock exchange in India and
        the expression “unlisted Indian company” shall be construed accordingly.

‘Manufacture’, with its grammatical variations, means a change in a non-living
        physical object or article or thing- (a) resulting in transformation of the object or
        article or thing into a new and distinct object or article or thing having a different
        name, character and use; or (b) bringing into existence of a new and distinct object
        or article or thing with a different chemical composition or integral structure.

‘Non-resident entity’ means a ‘person resident outside India’ as defined under
        FEMA.

‘Non-Resident Indian’ (NRI) means an individual resident outside India who is a
        citizen of India.

‘OCI’ or ‘Overseas Citizen of India’ means an individual resident outside India
        who is registered as an Overseas Citizen of India Cardholder under section 7A of
        the Citizenship Act, 1955 (57 of 1955).

A company is considered as ‘Owned’ by resident Indian citizens if more than 50% of
        the capital in it is beneficially owned by resident Indian citizens and / or Indian

2.1.40  companies, which are ultimately owned and controlled by resident Indian citizens.
        A Limited Liability Partnership will be considered as owned by resident Indian
        citizens if more than 50% of the investment in such an LLP is contributed by
        resident Indian citizens and/or entities which are ultimately ‘owned and controlled
        by resident Indian citizens’ and such resident Indian citizens and entities have
        majority of the profit share.

‘Person’ includes-

(i) an individual,
        (ii) a Hindu undivided family,
        (iii) a company,
        (iv) a firm,
        (v) an association of persons or a body of individuals whether incorporated or not,
        (vi) every artificial juridical person, not falling within any of the preceding sub-

clauses, and
        (vii) any agency, office, or branch owned or controlled by such person.

2.1.41  ‘Person resident in India’ means-
          (i) a person residing in India for more than one hundred and eighty-two days
             during the course of the preceding financial year but does not include-
               (A) A person who has gone out of India or who stays outside India, in either
                     case-
                     (a) for or on taking up employment outside India, or
                     (b) for carrying on outside India a business or vocation outside India, or
                     (c) for any other purpose, in such circumstances as would indicate his
                          intention to stay outside India for an uncertain period;
               (B) A person who has come to or stays in India, in either case, otherwise than-
                     (a) for or on taking up employment in India; or
                     (b) for carrying on in India a business or vocation in India, or
                     (c) for any other purpose, in such circumstances as would indicate his
                          intention to stay in India for an uncertain period;
          (ii) any person or body corporate registered or incorporated in India,
          (iii) an office, branch or agency in India owned or controlled by a person resident
               outside India,

2.1.42    (iv) an office, branch or agency outside India owned or controlled by a person
2.1.43         resident in India.
2.1.44
2.1.45  ‘Person resident outside India’ means a person who is not a Person resident in
         India.
2.1.46
2.1.47  ‘RBI’ means the Reserve Bank of India established under the Reserve Bank of India
2.1.48  Act, 1934.

2.1.49  ‘Resident Entity’ means ‘Person resident in India’ excluding an individual.
2.1.50
2.1.51  ‘Resident Indian Citizen’ shall be interpreted in line with the definition of ‘person
2.1.52  resident in India’ as per FEMA, 1999, read in conjunction with the Indian
2.1.53  Citizenship Act, 1955.

‘SEBI’ means the Securities and Exchange Board of India established under the
        Securities and Exchange Board of India Act, 1992.

‘SEZ’ means a Special Economic Zone as defined in Special Economic Zone Act,
        2005.

‘Startup Company’ means a private company incorporated under the Companies
        Act, 2013 and identified under G.S.R. 127(E) dated 19th February, 2019 issued by the
        DPIIT, Ministry of Commerce and Industry.

‘Sweat Equity Shares’ means sweat equity shares defined under the Companies
        Act, 2013.

‘Total Foreign Investment’ means the total of foreign investment and indirect
        foreign investment and the same will be reckoned on a fully diluted basis.

‘Transferable Development Rights’ (TDR) shall have the meaning assigned to it in
        the regulations made under subsection (2) of section 6 of FEMA.

‘Unit’ shall mean beneficial interest of an investor in an Investment Vehicle

‘Venture Capital Fund’ (VCF) means a fund established in the form of a trust, a
        company including a body corporate and registered under the Securities and
        Exchange Board of India (Alternative Investment Funds) Regulations, 2012.