Foreign Company Registration in India: Subsidiary, Branch or Liaison Office
Set up in India as a subsidiary, joint venture, branch, liaison or project office, with FEMA and RBI requirements handled.
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Foreign company registration covers the ways an overseas business can set up in India: a wholly owned subsidiary, a joint venture with an Indian partner, or a branch, liaison or project office. Each route has its own legal basis, permitted activities and approval path under the Companies Act 2013, the foreign exchange laws and the foreign direct investment policy. Overseas founders, multinational groups and investors need to choose the vehicle that fits their activity and then complete incorporation, director formalities, bank accounts and reporting to the RBI. Our team of company secretaries and chartered accountants coordinates the full sequence with the Registrar of Companies and the authorised dealer bank.
Who provides this service: our team of Company Secretaries and compliance specialists.
Who Needs Foreign Company Registration in India?
- Overseas companies planning to sell, manufacture or provide services in India through a local entity
- Foreign founders who want to incorporate an Indian subsidiary for a product or technology team
- International groups wanting a liaison office to explore the market without trading
- Foreign contractors who have won a project and need a project office
- Foreign investors entering into a joint venture with an Indian partner
Key Benefits
- A structured comparison of subsidiary, joint venture, branch, liaison and project office routes
- Check of the sector against the foreign investment policy, including whether approval is needed
- Incorporation and director formalities, including DIN, DSC and the resident director requirement
- Coordination with the authorised dealer bank for inward remittance and share issue records
- Support with RBI reporting, such as FC-GPR for shares issued and the annual FLA return
- One team covering company law, FEMA, tax registrations and the first-year compliance calendar
How It Works
Define activity and ownership
We learn what the foreign entity wants to do in India, who will own it and how it will be funded, then test the plan against the sectoral conditions of the foreign investment policy.
Select the entry route
We compare a wholly owned subsidiary, a joint venture, and a branch, liaison or project office. Offices of a foreign company are permitted only for specified activities and generally need RBI permission through an authorised dealer bank.
Prepare and legalise documents
Overseas documents such as the certificate of incorporation, board resolutions and passports of directors are collected, with notarisation and apostille or consular legalisation as applicable, before they are used in India.
Incorporate or register in India
For a company we obtain DSC and DIN, reserve the name and file incorporation with the Registrar. For an office of a foreign company we file the required forms with the Registrar after the approvals.
Open accounts and bring in capital
We help open the bank account, arrange the inward remittance through banking channels and collect the documents the bank requires, such as the foreign inward remittance certificate and KYC of the foreign investor.
RBI reporting and ongoing compliance
We prepare the reporting on shares issued to non-residents through the RBI portal, set up annual returns, and give a calendar of ROC, tax and RBI filings, including the Foreign Liabilities and Assets return.
Documents Required
- Certificate of incorporation and constitutional documents of the foreign parent company, legalised as applicable
- Board resolution of the parent authorising the India entity and the signatories
- Passport and address proof of foreign directors, with notarisation and apostille where required
- PAN, Aadhaar and address proof of the resident Indian director or partners
- Proof of the proposed Indian registered office with owner consent and a recent utility bill
- Financial statements or bank reference of the foreign parent, as the bank or the RBI process requires
- Business plan and description of the proposed activities in India
- Digital signature certificates and DIN details of the proposed directors
Timeline and Fees
Indicative timeline: Indicative range of several weeks to a few months, since it depends on document legalisation abroad, the MCA registrar, bank processes and any RBI or government approval.
Professional fee: The fee depends on the route chosen, the number of foreign directors and shareholders, how many documents need legalisation, and whether RBI permission or ongoing compliance support is included. Government charges are paid at actuals. Contact our team for a written quote.
What Can Go Wrong if This Is Missed or Done Incorrectly
- Choosing a route that does not allow the planned activity can force a restructuring after setup
- Late or incorrect reporting of foreign investment to the RBI can lead to compounding proceedings and penalties
- Improperly legalised overseas documents are a frequent cause of rejection or delay at the registrar
- Operating an office of a foreign company outside its permitted activities can attract regulatory action
Frequently Asked Questions
What are the ways a foreign company can operate in India?
The usual options are a wholly owned subsidiary company, a joint venture with an Indian partner, or an office of the foreign company, namely a branch, liaison or project office. Each is subject to different rules on permitted activity, approvals and compliance, so the choice should be made after reviewing the planned business.
What is the difference between a subsidiary and a branch office?
A subsidiary is a separate Indian legal entity incorporated under the Companies Act, whereas a branch office is an extension of the foreign company itself and is permitted only for specified activities. A subsidiary offers separate liability, while the foreign parent is directly responsible for a branch. Taxation also differs, so we advise on both.
Do foreign companies need RBI approval to set up in India?
For liaison, branch and project offices, permission is generally required through an authorised dealer bank under the foreign exchange rules, unless a specific exemption applies. A subsidiary in a sector that allows automatic investment does not need prior approval, but its share issue must be reported to the RBI after the funds arrive.
Is a resident director compulsory for a foreign-owned company?
Under the Companies Act, a company must have at least one director who is resident in India, as the Act defines residence by the number of days spent in the country in the previous year. A foreign-owned company therefore needs to appoint a suitable resident director. We explain the test before the board is finalised.
What is FC-GPR and why does it matter?
FC-GPR is the reporting that an Indian company makes to the RBI after issuing shares to a non-resident investor under the foreign investment rules. Reporting is done through the RBI online portal within the time limit prescribed. Delays or errors can attract compounding or penalties, so we prepare it carefully.
Can a foreign national be a director or shareholder in an Indian company?
Yes. Foreign nationals and entities can be shareholders and directors subject to the foreign investment policy, sectoral caps and, for certain countries, additional government approval requirements. A director needs a DIN and DSC, and documents from abroad must be properly legalised. We review your case against the current policy before filing.
Official Sources
Rules, forms and fees change. Check the current position on the official portal:
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Last reviewed: . Laws, fees and procedures change; check the official portal before you act.
Disclaimer: The information on this page is for general informational purposes only and does not constitute professional legal, tax or compliance advice. Requirements vary by situation. Please consult a qualified CA or CS for advice specific to your needs. Government fees and timelines are subject to change; verify with the relevant authority before proceeding.