The FLA return is the Annual Return on Foreign Liabilities and Assets that Indian entities with foreign direct investment (FDI) or overseas direct investment (ODI) file with the Reserve Bank of India (RBI). It is filed online on RBI's FLAIR portal by 15 July every year. This page explains who must file, what happens in nil and zero-balance cases, how to register on FLAIR, how late filing is treated and the mistakes we see most often.
What is the FLA return?
RBI compiles India's international investment position and balance of payments from data reported by companies. The FLA return is the main survey for this purpose. It records the foreign liabilities of the Indian entity, mainly equity held by non-resident investors, and the foreign assets, mainly investments made abroad by the entity.
According to RBI's FLA return FAQ, updated on 1 July 2026, the return was notified under FEMA by A.P. (DIR Series) Circular No. 45 dated 15 March 2011 and is filed by Indian-resident entities that have received FDI or made ODI. Covered entities include companies, LLPs, SEBI-registered Alternative Investment Funds, partnership and proprietorship firms and public-private partnership entities that have FDI or ODI.
A company can file the return on provisional or unaudited accounts when the audit is not yet complete, and then revise it later through FLAIR with RBI approval. No balance sheet or profit and loss account is uploaded. The FDI figures are taken at the company's records of foreign investment, and the ODI details sit in Section IV. As a guide, a direct investment is where the investor holds 10 per cent or more, and below that level it is treated as portfolio investment.
FLA is separate from FC-GPR and from the ODI reporting forms. FC-GPR reports individual issues to non-residents, while the FLA return gives RBI the total position at the end of the year. A mismatch between the two is a common source of RBI queries.
Who needs to file the FLA return?
The duty arises when the entity has FDI or ODI outstanding at the end of March of the previous year or the current year. Typical filers are:
- Private and public companies with equity held by foreign investors or NRIs on non-repatriation or repatriation basis
- Indian subsidiaries of foreign companies and joint ventures with foreign partners
- Start-ups that have raised money from foreign venture funds through equity, CCPS or similar instruments
- LLPs with foreign investment, as permitted by the FDI policy
- Indian entities that have invested abroad, such as a subsidiary or joint venture overseas, reported as ODI
- SEBI-registered Alternative Investment Funds and other entities that RBI lists as covered, which file through the method stated for them
Benefits of FLA Return Filing
FEMA compliance
A timely FLA return meets the annual reporting duty and keeps the entity in good standing with RBI.
Avoids late submission action
RBI treats late filing as a FEMA violation, and the penalty clause may be invoked. On-time filing avoids it.
Consistent foreign investment record
Preparing the return forces a check of foreign holdings against FC-GPR, FC-TRS and the register of members.
Cleaner due diligence
Investors and acquirers of companies with foreign money look for a record of FEMA filings, including the FLA return.
Single annual routine
A fixed process each year, with registration done once, makes later filings straightforward.
Applicability, nil returns and special cases
RBI's FAQ gives clear answers to the most common doubts. Check your position against these points:
- If the entity had no outstanding FDI or ODI at the end of March of both the previous year and the current year, the return is not required
- If the entity only received share application money and has not allotted shares, the return is not required
- If the balance is zero at the current year end but there was an outstanding FDI or ODI at the previous year end, the entity must still file
- The ODI details of the entity are reported in Section IV of the return
- AIFs file their data in an Excel format by email to RBI as per the instructions given for them, and entities in IFSC follow IFSCA instructions
Documents required
Entity and registration documents
- Certificate of incorporation or LLP registration, with CIN or LLPIN and PAN
- Verification Letter and Authority Letter required for registration on FLAIR as a new entity user
- Email ID and mobile number of the authorised contact person
Foreign investment records
- Register of members showing non-resident holders, with number of shares and paid-up value
- FC-GPR and FC-TRS acknowledgements and the details of each foreign investor
- Statements of loans, if any, covered by the return format
- Details of foreign investor country, percentage holding and date of investment
Financial data
- Audited financial statements as on 31 March, or provisional accounts if audit is pending
- Details of reserves and surplus attributable to the foreign investors as the format asks
- ODI details such as overseas entity name, country, amount invested and percentage held
Step-by-step process for FLA return filing
The first year needs registration on FLAIR. Later years are mostly data entry and submission.
Confirm whether the return applies
Check outstanding FDI or ODI at end of March for the previous and current year. Share application money alone or zero balance in both years means no return.
Register on FLAIR as a new entity
Use the registration option for new entity users on the FLAIR portal, upload the Verification Letter and the Authority Letter, and wait for the credentials sent to the registered email.
Collect foreign investment data
Prepare a statement of foreign investors, their holdings and values from your register of members, FC-GPR filings and books of accounts.
Fill the return online
Enter the FDI details, the ODI details in Section IV where applicable and the financial data in the FLAIR format. Do not upload the balance sheet or profit and loss account.
Check against earlier filings
Compare opening and closing balances with the previous year's return and with your FC-GPR and FC-TRS records, and explain differences.
Submit by 15 July
Submit the return on the portal. If audit is not ready, file on provisional accounts rather than missing the date.
Revise if figures change after audit
If the final accounts differ from the provisional figures, request revision through FLAIR with RBI approval and keep the acknowledgement.
Government fees
There is no fee payable for filing the FLA return on time. For late filing, RBI's FAQ states that the return is a FEMA violation, the penalty clause may be invoked, and a Late Submission Fee (LSF) is paid through the Foreign Exchange Department of the RBI Regional Office. The FAQ we reviewed does not give an LSF amount or formula, so we do not state one. RBI's regional office will quote the amount for your case.
Professional charges are quoted separately after reviewing your case. Government fees are paid directly to the authority.
How long does it take?
The return is due by 15 July each year, covering the position at 31 March. For a new entity, plan extra time for FLAIR registration because credentials come by email after RBI reviews the uploaded letters. Once registered, preparation depends mainly on how organised your foreign investment records are.
| Stage | Typical time |
|---|---|
| Reference date | 31 March of each financial year |
| Registration on FLAIR (first time) | Allow additional days for credentials |
| Submission | By 15 July |
| Late filing | FEMA violation; LSF through RBI Regional Office |
Frequency and continuing obligation
The FLA return is annual. An entity that has foreign investment outstanding at the end of March of the previous or current year files every year. Once there is no foreign investment outstanding in two consecutive March year ends, filing is no longer needed. Earlier years that were missed can be filed with RBI approval.
Related compliance
- Report each new issue of shares to non-residents through FC-GPR within 30 days
- Report share transfers between residents and non-residents in the transfer reporting form on FIRMS
- Maintain accurate registers of foreign shareholders in your secretarial records
- File the annual accounts and returns through ROC annual filing with matching shareholding details
- Check whether a significant beneficial owner declaration is needed for foreign shareholders
- Keep working papers of the FLA return for RBI queries
FLA return vs FC-GPR
| Point | FLA return | FC-GPR |
|---|---|---|
| Purpose | Annual position of foreign liabilities and assets | Report of each issue of equity instruments to non-residents |
| Portal | FLAIR | FIRMS |
| Due date | 15 July each year | 30 days from date of issue |
| Filer | Entity with FDI or ODI outstanding | Indian company issuing equity instruments |
Common mistakes and rejection reasons
Assuming a loss-making or dormant company need not file
The test is outstanding FDI or ODI, not profit or activity. A dormant company with foreign shareholders still files.
Treating share application money as FDI
Share application money alone does not trigger the return, but once shares are allotted the balance counts.
Skipping a zero-balance year
If the balance fell to zero at the current year end but existed at the previous year end, the return is still required.
Waiting for the audit
The return can be filed on provisional or unaudited accounts and revised later. Waiting beyond 15 July creates a violation.
Mismatch with FC-GPR and the register of members
Totals that differ from the investment reported on FIRMS lead to queries. Reconcile before filing.
Missing ODI details
Entities with overseas subsidiaries often fill the FDI portion and leave out Section IV.
Penalties for non-compliance
RBI's FAQ states that late submission of the FLA return is a FEMA violation, that the penalty clause may be invoked, and that the Late Submission Fee is paid through the Foreign Exchange Department of the RBI Regional Office. Returns for earlier years that were missed may be filed with RBI's approval. The statutory penalty framework in section 13 of FEMA applies to contraventions generally, and the amount in a given case depends on the facts. We do not quote a figure here because we could not verify the current LSF amount from RBI.
Practitioner tips
- Register on FLAIR well before 15 July. Delay in getting credentials is the usual cause of late filing for new entities.
- Keep one running schedule of foreign shareholders, updated after every FC-GPR or FC-TRS. FLA then becomes a reconciliation, not a data hunt.
- File on provisional numbers if the audit is late. A revision with approval is better than a missed deadline.
- Do not forget ODI. If the company has a stepdown or overseas subsidiary, report it in Section IV with correct percentages.
- Use RBI's own FAQ page and the flareturn@rbi.org.in contact for doubts, instead of relying on old blog answers.
How Lawgical Guru helps
Applicability review
We check your foreign investment position at end March and tell you whether a return, nil return or no filing is needed.
FLAIR registration
We help prepare the Verification Letter and Authority Letter and register the entity on FLAIR.
Data reconciliation
We reconcile foreign holdings with your register of members, books and FC-GPR filings before filing.
Return preparation and submission
We prepare the return with FDI and ODI details and assist in its submission before 15 July.
Late and past-year filings
Where earlier returns were missed, we advise on approaching RBI for approval and the late submission fee process.
FLA Return Filing: frequently asked questions
What is the FLA return?
The FLA return is the Annual Return on Foreign Liabilities and Assets filed with the Reserve Bank of India by Indian entities that have received FDI or made ODI. It reports the foreign investment position as on 31 March and is filed on the FLAIR portal.
What is the due date for the FLA return?
The due date is 15 July every year. The return can be filed on provisional or unaudited accounts when the audit is incomplete and revised later through FLAIR with RBI approval, so there is no reason to miss the date.
Who has to file the FLA return?
Indian entities with outstanding FDI or ODI at the end of March of the previous or current year, including companies, LLPs, SEBI-registered AIFs, partnership and proprietary firms and PPP entities. Listing the nature of investment in your register helps confirm applicability.
Is the FLA return required if there is no foreign investment?
No. If there was no outstanding FDI or ODI at the end of March in both the previous and current years, the return is not required. A company that only holds share application money and has not allotted shares is also outside the requirement.
Do I file if the balance is zero this year but not last year?
Yes. If the foreign investment is zero at the current year end but was outstanding at the previous year end, the entity still has to file the FLA return for the year of change.
Where is the FLA return filed?
On RBI's FLAIR portal. New entities use the registration option for new entity users, upload the Verification Letter and Authority Letter, and receive credentials by email. AIFs follow a separate Excel and email method, and IFSC entities follow IFSCA instructions.
Do I need to upload financial statements?
No balance sheet or profit and loss account is uploaded with the FLA return. You enter the figures asked in the form, using audited accounts or provisional accounts if audit is pending, and keep the accounts for any later RBI query.
What happens if the FLA return is filed late?
RBI's FAQ treats late filing as a FEMA violation and says the penalty clause may be invoked. The Late Submission Fee is paid through the Foreign Exchange Department of the RBI Regional Office. Missed earlier years can be filed with RBI approval.
Is FLA return the same as FC-GPR?
No. FC-GPR reports each issue of equity instruments to a non-resident within 30 days on the FIRMS portal. The FLA return is an annual summary of foreign liabilities and assets on FLAIR. A company with foreign investors usually files both.
Where do I report overseas investments?
ODI is reported in Section IV of the FLA return. A direct investment is generally where the holding is 10 per cent or more, and below that it is treated as portfolio investment. Fill the section even if your main exposure is FDI.
Reviewed by Satyam Gupta, Company Secretary (CS) & Advocate
8+ years of industry experience. This page was last reviewed on 16 October 2026 against the official sources below. Rules and fees change — confirm on the official portal before you apply.