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Financing & Capital Structuring

Financing, ECB, Convertible Notes, Debentures & VC Support

Coordinated financing and capital-structuring support for foreign-owned Indian entities — bank loans, ECB, convertible notes, debentures, preference shares, PE/VC and intercompany funding, with FEMA and Companies Act compliance.

Built for
Foreign companies & MNCs
Delivery
One coordinated India desk
Working model
NDA-based, senior-led
Start with
30-min strategy call

How you fund your Indian entity — equity, debt, convertible instruments or intercompany support — shapes its tax efficiency, repatriation flexibility and exchange-control compliance. We provide coordinated capital- structuring support across the main instruments, with FEMA and Companies Act compliance program-managed and statutory steps executed through appropriate professionals. Every regulatory limit is confirmed under engagement and subject to applicable law.

Indian bank loan support

Local rupee borrowing can fund working capital and capex without bringing foreign currency exposure onshore. We help you prepare for an Indian bank facility — organising financials, structuring the ask, and coordinating the documentation — so a foreign-owned entity presents a clear, lender-ready picture.

  • Lender-ready financial pack and projections coordination
  • Working-capital vs term-loan structure review
  • Security, guarantee and covenant orientation
  • Coordination with your banking relationships

External commercial borrowing (ECB)

Borrowing from overseas — including from your parent or group — typically runs through the ECB framework under FEMA. ECB carries conditions on eligible lenders and borrowers, end-use, minimum average maturity and all-in cost, plus mandatory reporting. We help assess eligibility, structure the borrowing within the framework, and coordinate the filings.

ECB limits and conditions change

ECB eligibility, all-in-cost ceilings, minimum average maturity, end-use restrictions and per-borrower limits are set by policy and revised over time. We confirm the current position for your facts under engagement.
  • Eligible-lender and eligible-borrower review
  • End-use and minimum-average-maturity check
  • All-in-cost ceiling review
  • Per-borrower / annual limit review
  • Loan registration and periodic reporting coordination

Convertible notes, debentures & preference shares

Convertible and hybrid instruments let you bridge between debt and equity. India treats some instruments — such as compulsorily convertible debentures and convertible preference shares — as FDI when pricing and conversion conditions are met, while others are treated as debt. The classification drives the FEMA, tax and reporting treatment, so we map it carefully for your facts.

Indicative instrument treatment — confirmed against current policy under engagement.
InstrumentTypical treatmentKey conditions
Compulsorily convertible debentures Generally FDI / equity-like Pricing & conversion conditions
Convertible preference shares Generally FDI / equity-like Pricing & conversion conditions
Convertible notes Eligibility is restricted by entity type Eligibility and limits confirmed during engagement
Optionally / non-convertible debentures Generally treated as debt May fall under ECB
Preference shares (non-convertible) Generally treated as debt ECB / pricing conditions

Venture capital, private equity & intercompany funding

Whether your India growth is funded by a group injection, a PE/VC round or intercompany support, the structure must satisfy FEMA pricing, reporting and instrument rules. We coordinate the capital-structure design, documentation and post-investment reporting so each round is clean and defensible.

  • Round structure and instrument-mix review
  • FEMA pricing-guideline and valuation coordination
  • Intercompany funding alignment with ECB / FDI rules
  • Cap-table and dilution orientation
  • Post-investment RBI reporting coordination

FEMA & Companies Act compliance

Each funding instrument carries obligations under both FEMA (exchange control and reporting) and the Companies Act (corporate authorisations, allotment and filings). We coordinate both tracks together so authorisations, allotments and regulatory reports stay consistent and on time, executed through appropriate professionals where required.

  • Board and shareholder authorisation coordination
  • Allotment and statutory register / filing coordination
  • FEMA reporting on capital infusion and instruments
  • Pricing-guideline compliance support
  • Calendar of recurring filings across instruments

Valuation, reporting & financing structure review

Funding rounds and conversions generally need a supporting valuation from a registered professional, plus accurate reporting. We coordinate the valuation, organise the reporting and provide a financing-structure review — checking that your mix of equity, debt and convertible instruments still fits your tax, repatriation and compliance objectives as the business grows.

  • Valuation coordination through registered professionals
  • Instrument and round reporting coordination
  • End-to-end financing-structure review
  • Repatriation and servicing impact orientation

How we work

India360Partners provides coordinated structuring and compliance program management. Valuations, statutory filings and regulatory reporting are delivered through appropriate professionals where required, and all positions are subject to applicable law and professional review. For the tax interaction, see Tax, FEMA, FDI & Transfer Pricing.

How we work

Website content is general information only and not legal, tax, investment, financial or regulatory advice. Specific advice is provided under a separate engagement after review of facts and documents. Services requiring licensed professionals are delivered through eligible professionals or partner firms, as applicable, subject to KYC, conflict and risk checks.

FAQ

Frequently asked questions

Can our overseas parent lend directly to the Indian subsidiary?
Foreign borrowing into India — including parent-to-subsidiary loans — is generally routed through the External Commercial Borrowing (ECB) framework under FEMA, which sets eligible lenders, eligible borrowers, end-use restrictions, maturity and cost conditions. We help assess eligibility and coordinate the reporting through appropriate professionals.
Are convertible notes and CCDs allowed for foreign investors?
India permits certain convertible instruments — such as compulsorily convertible debentures and convertible preference shares — to be treated as FDI when they meet pricing and conversion conditions. Other instruments may be treated as debt. The classification drives the FEMA and reporting treatment, which we map for your facts.
How does valuation affect a funding round?
Issue and transfer of shares to non-residents must meet FEMA pricing guidelines, typically supported by a valuation from a registered professional. We coordinate the valuation and reporting so the round is documented defensibly.
Do you arrange the financing or introduce lenders and investors?
We provide structure review, documentation coordination and compliance program management. We work within your professional network and ours; any specific lender or investor engagement is subject to suitability, KYC and conflict checks, and execution is through appropriate professionals where required.

Planning Financing & Capital Structuring in India?

Book a 30-minute India strategy call with 1–2 senior experts and leave with a clear, structured roadmap.

  • Senior experts on every call
  • Written follow-up note
  • One coordinated desk