SEBI (Foreign Venture Capital Investors) (Amendment) Regulations, 2026 — FVCI Fees Shift from USD to INR

SEBI (FVCI) (Amendment) Regulations, 2026 — What Changed

The Securities and Exchange Board of India (SEBI) has, through Notification No. SEBI/LAD-NRO/GN/2026/309 dated 3rd July 2026, notified the SEBI (Foreign Venture Capital Investors) (Amendment) Regulations, 2026, in exercise of powers under Section 30(1) of the SEBI Act, 1992. The notification was published in the Gazette of India, Part III—Section 4, as Notification No. 436 dated 3rd July 2026.

The amendment further modifies the SEBI (Foreign Venture Capital Investors) Regulations, 2000 — originally published on 15th September 2000 and most recently amended in 2025. Its core purpose is to redenominate FVCI-related fees from US dollars to Indian rupees, alongside a revised fee-payment timing rule and a new remittance procedure for designated depository participants (DDPs). This mirrors near-identical changes SEBI made the same day to the FPI fee framework.

The Regulations come into force on the 180th day from the date of Gazette publication, which falls on 30th December 2026.

Regulation 3(3) — Removal of Fee Cross-Reference

In Regulation 3(3), the words "by the fee specified in the Second Schedule and" are omitted. As with the parallel FPI amendment, this removes a cross-reference that is superseded by the restructured Second Schedule fee provisions discussed below.

Second Schedule, Clause (1) — Registration Fee Amount and Timing

The registration fee of "$2500" is substituted with "Rs. 2,30,000 in eligible foreign exchange equivalent." Separately, the words "at the time of submission of the Form" are substituted with "prior to the grant of certificate of registration" — meaning the fee must now be paid to the designated depository participant before the certificate is granted, not at the point of Form submission.

Second Schedule, Clause (2) — Renewal Fee

The renewal fee of "$100" is substituted with "Rs. 9,000 in eligible foreign exchange equivalent." The revised text also clarifies this is payable as a "fee (renewal fee / fee payable for extending the registration period)."

Second Schedule, Clause (5) — Late Fee and Cap

Second Schedule, Clause (6) — New DDP Fee Remittance Procedure

Clause (6) is substituted in its entirety with a new remittance procedure for designated depository participants:

Commencement and Signatory

Per clause 2, the Regulations shall come into force on the one hundred eightieth day from the date of Gazette publication — i.e. 30th December 2026. The notification is signed by Amit Pradhan, Executive Director, carrying reference ADVT.-III/4/Exty./205/2026-27. A closing note confirms the SEBI (FVCI) Regulations, 2000 were published on 15th September 2000 (S.O. No. 832(E)) and last amended in 2025 via Notification No. SEBI/LAD-NRO/GN/2025/280.

Key Changes — Old (USD) vs New (INR) FVCI Fee Structure

Compliance Checklist — SEBI FVCI Fee Redenomination

CorpLawUpdates Analysis

This amendment is a direct companion to the SEBI (FPI) (Amendment) Regulations, 2026 notified the same day, extending the same USD-to-INR redenomination logic to the Foreign Venture Capital Investor framework. Read together, the two amendments signal a broader SEBI initiative to eliminate dollar-denominated fee structures across its foreign-investor regulatory frameworks, likely to reduce exchange-rate uncertainty in fee planning for both investors and DDPs.

The revised registration fee timing — payable prior to grant of certificate rather than at Form submission — is a subtle but meaningful procedural shift. It effectively ties fee collection more tightly to the registration outcome, which may reduce instances of fees being collected for applications that are ultimately not approved, though it also means DDPs must build fee-collection checkpoints later in the registration workflow than before.

As with the parallel FPI changes, the new clause (6) remittance procedure converts DDP fee pass-through into a firm, dated obligation — a 5-working-day window with prescribed-format reporting. FVCI-facing DDPs that also handle FPI business should treat this as one unified process change covering both investor categories, rather than two separate compliance tracks.

With the 30th December 2026 commencement date six months out, DDPs and FVCIs have a reasonable runway to update systems. Practitioners should watch for whether SEBI issues a consolidated FAQ addressing both the FPI and FVCI fee redenominations together, given the near-identical structure of both amendments.