Branch Office Registration in India

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Branch Office Registration in India

Introduction of Branch Office Registration in India

A Foreign Company incorporated outside India are allowed to set up their branch offices, Liaison offices or Project Offices in India for the limited purposes as specified by the Companies Act, 2013 and the Reserve Bank of India .

Setup Branch Office Registration in India:
Branch Office as stated in section 2(13) of Companies Act, 2013 "office in relation to a company, means any establishment described as such by the company". With help Branch Office foreign companies can conduct their business in India in a full-fledged manner. Branch Offices are allowed to carry the same or substantially the same activities as carried out by their main/parent or group organizations. The Branch Offices are not allowed to directly indulge in carrying out the manufacturing activities as they are permitted to sub-contract such kind of services to an Indian manufacturer.

Liaison Office in India
Liaison Office also known as Representative office is primarily set up for exploring the business environment and for understanding the business and investment needs and climate of a country in which the parent company wants to diversify or through which the parent company facilitates its business. Liaison Office cannot conduct any commercial activities also and must use remittance received only from its parent foreign company to carry its activities.

Project Office in India
Project Offices are set up In India to create a presence for a limited period of time It is more or less like a branch office set up for executing a specific project like turnkey constructions, highways etc for carrying out their operations in India. Project Offices can represent the interest of the foreign company by undertaking the work of commercial activities in India if it has a secured contract with an Indian Company. These projects offices are duly registered with ROC and RBI, hence are preferred by foreign companies.

Compliance Sagar has team of experts providing you the best assistance, timely delivery and guaranteeing the highest customer satisfaction with respect to Setup Branch Office Registration in India or Liaison office or project Office in India. You may get in touch with our team on +91 63772 78327 or email compliancesagar@gmail.com for other Compliance services.

Conditions for Setup of Branch Office, Liaison Office and Project Office

Set Up of Branch Office

Foreign Parent Company must have net worth of at least $100,000 or equivalent
Five Financial Year records of parent company of its annual profit
The profits of the branch office can be remitted from India to its parent company after audit of books of A/c and payment of applicable taxes.
The name of foreign parent company and branch office must be same.

Set Up of Branch Office

Foreign Parent Company must have net worth of at least $100,000 or equivalent
Five Financial Year records of parent company of its annual profit
The profits of the branch office can be remitted from India to its parent company after audit of books of A/c and payment of applicable taxes.
The name of foreign parent company and branch office must be same.

Set Up of Project Office

Foreign Parent Company must have contract with Indian Company for the execution of a Project
The project must be approved and cleared from the appropriate authority.
The project is funded by inward remittance from abroad or International Financial Agency. In absence, Indian Entity will avail the loan from banks of India.
The Project Office must be opened within 6 months from the date of approval letter.

Documents Required for Branch Office Registration in India

Passport of Foreign Nationals

Passport size photo

PAN Card and Aadhar Card of the Authorized representative

Business Address Proof Owned: Copy of Registry and Latest Electricity / Water Bill / Phone Bill

Business Address Proof Rented/Leased: Rent Agreement / NOC from the Owner and Latest Electricity / Water Bill / Phone Bill

POA/Board Resolution for appointing authorized representative

Specific Documents

Incorporation documents from the parent company translated in English

Details of shareholders of the applicant company

List of Directors and Shareholders of parent company

Net worth certificate attested by Certified Public Accountant (CPA)

Board Resolution from the parent Company for setting up of branch office / liaison office / project ofice in India

Banker’s Report from the applicant’s banker in the host country

Board Resolution for Opening Bank Account with the Banker

Audited financial statement of the last Five/Three preceding years

Note:- In case of NRI or Foreign National documents of Directors and Subscribers must be notarized or apostilled and the documents must have been translated in English language other than the respective language of the said Country.

Process of Liaison /Project Office/Setup Branch Office in India

1. Complete the Application Form : You are requested to first fill the simple questionnaire provided by our expert team which help us in analyzing you case.

2. Document Processing : At the second step we will be requiring the documents in accordance with the questionnaire filled and also as per the list stated above by you so that we can arrange them as per the requirement and for processing.

3. Application for DSC : First of all DSC (Digital Signature Certificate consisting of the E-signatures) is required to be prepared. This step can be ignored if prepared already. It will approximately take 1-2 days.

4. Filing of Application with AD Bankers : The application for set up of Branch Office/Liaison Office/Project Office of foreign company will be filed in FORM FNC (Annex B) to RBI through AD Bankers with which the company intends to have banking relations in future. The AD Bankers will verify the documents and If satisfied will forward the documents to RBI for allotment of UIN.

5. Approval from RBI for Set up : RBI shall approve the form by allotting a Unique Identity Number and intimate the AD Bankers who will issue the approval letter for setting up Branch Office/Liaison Office/Project Office of foreign company.

6. Preparation and E-filing for Registration with ROC : After the receipt of the approval from AD Banker, an application for registration of Branch Office/Liaison Office/Project Office of foreign company will be made to ROC in FORM FC-1 within 30 days with the appropriate documents as obtained.

7. Get Certificate of Incorporation : Lastly, after the approval a Certificate of Incorporation will be provided through e-mail which signifies that the office has been setup.

More Insights on Setup Branch Office in India

A Branch Office is not given the status of separate legal entity and is subject to pay tax @ 40% plus surcharge and cess and shall be treated same as like its parent company.
No additional place of business can be introduced to the business or be started unless approval is taken from Reserve Bank of India.
Various other regulatory compliances are required to be made to Reserve Bank of India for both the Branch Office and the Liaison Office.
Renewal of Registration, the initial approval for operating a liaison office in India is granted for a period of three years which can be further extended to a period of another 3 years subject to compliances made and the permission granted by the Reserve Bank of India. The extension can be applied at least one or two months before the expiry of the initial time period.