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<h1>New Rules for Overseas Investment and ESOPs: FEMA Updates Regulations for Indian Companies with Foreign Equity.</h1> The circular addresses two key issues regarding overseas direct investment. First, it consolidates all amendments related to overseas investment under the Foreign Exchange Management (Transfer or Issue of Any Foreign Security) Regulations, 2000, through Notification No.FEMA.120/2004-RB. Second, it liberalizes the Employees Stock Option Scheme (ESOP) by allowing employees or directors of Indian companies with at least 51% foreign equity to purchase shares without prior Reserve Bank permission, even if the foreign company holds shares indirectly through a Special Purpose Vehicle or subsidiary. Authorized dealer banks are advised to inform their clients of these changes.