Branch Office Registration

Of Foreign Company in India

A foreign company’s branch office can start full-fledged operations in India after obtaining permission from the RBI and registration with the ROC. Setindiabiz offers expertise in establishing a Branch Office, Tax Filings, and payroll.

We Can Help!

Expert Consultation
Regulatory Approvals
Accounting & Audit
Representation Services
Tax Return Filing
End to end Payroll
End-to-end Compliance
IPR Registration

We Can Help!

Chat on Whatsapp

Get in touch with us

Join Our Partner Program

CA, CS, CMA, Advocate & Tax Practitioners

Trusted By Leading Brands

Overview of the Company Registration Process in India

Five Years of Profitable Track Record
Net Worth Should be more than USD 100,000/-

2-3 Months

Approx USD 2000

Resident Indian is Required with Aadhar Number

An application in the FNC-1 Form needs to be submitted to the Reserve Bank of India (RBI) through an Authorised Dealer (Bank) to seek approval from the RBI. The approval under the automatic route is granted if the sector’s activities are eligible for 100% Foreign Direct Investment (FDI). However, in all other cases, the approval process may take additional time as it is processed under the Government approval route.

How to establish a Branch Office in India?

A branch office is a great way for a foreign company to expand its operations in India. By setting up the branch office in India, the foreign company does not create a new legal entity but obtains permission to operate as a foreign-incorporated legal entity in India. The Branch office carries exactly the same name and identity in India; however, it can undertake only a few permitted activities that are allowed for a Branch Office in India. For instance, it cannot engage in manufacturing, processing, and retail trading activities. To establish a Branch Office in India, prior permission from the RBI is required; we help foreign companies receive the approval to establish a Branch Office in India.

Important Points

Fast & Online Process

No Need to Visit India

Limited Permitted Activities

We help you to get started

All India Service by Setindiabiz

Play Video about branch-office-registration-of-foreign-company-in-india

Eligibility Criteria for Branch Office Registration of Foreign Company

To register a branch office in India, the foreign company must ensure that it meets the minimum criteria prescribed under Foreign Exchange Management (Establishment in India of a branch office or a liaison office or a project office or any other place of business) Regulations, 2016 (Notification No. FEMA 22(R)/ 2016-RB). The criteria for setting up the branch office of a foreign company is concerned with the minimum net worth, profitability track record and the proposed business activities in India. The table below provides detailed information.

At least $100,000 of net worth

The foreign parent company must have a net worth of more than $100,000/- supported by duly audited financial statements. The network means the paid-up capital plus free reserve.

Five years of profit-making track record.

The Foreign company must have a track record of profit-making for five years immediately preceding the date of application for RBI approval. We advise you to check the audited financial statements to verify if there is a loss in any of the previous five financial years.

Name of Branch Office same as Parent Company

The Indian Branch Office shall be established and will carry the same name and identity as the establishment of a Branch Office. No new legal entity gets incorporated in India, but a foreign-incorporated entity obtains permission to operate in India by following the prescribed procedure.

Similar Business Activity

The branch office in India must carry out the same activities as its parent company; however, the activities need to be within the permitted list of activities as per the RBI notification. The permitted list of activities for a Branch Office is discussed in a separate section.

The Branch Office can carry out only permitted activities.

Unlike a wholly owned subsidiary, which can do any business activity as a separate legal entity in India, the Branch Office of a foreign company can undertake only a limited set of activities. You are advised to read our analysis on the permitted list of activities for a Branch Office at https://www.setindiabiz.com/permitted-activities-of-branch-office-india. Following is the list of permitted activities in India.

Note: The approval for the above listed business activities to a Branch Office is processed under the automatic route, whereas in case the proposed business is beyond the scope listed, a detailed application can be filed to seek specific government approval, which may be given to the sole discretion of the government of India.

S.No	A. Mother/Parent Company	B. Company Registered Address
1.	Certificate of Incorporation / Registration of Foreign Company	Colour Photo - 5
2.	Memorandum of Association (MOA) and Articles of Association (AOA)	Passport - 5 Copy
3.	List of Details in respect of Directors/Key Executives	Business Visa Copy with Immigration Stamp of arrival
4.	Details of shareholders of the applicant company	National Identity Card - 5 Copy
5.	Net worth certificate attested by Certified Public Accountant (CPA)	Latest Address Proof (Bank Statement/ Electricity/ Water Bill/ Phone Bill)
6.	Audited financial statement of the last Five preceding years	Board Resolution Appointing the AR
7.	Banker’s Report from the applicant’s banker in the host country	Power of Attorney in the name of AR

Documents required for Branch Office Registration

Documentation is a crucial aspect of Branch Office Registration in India. At different stages of establishment, very basic documents are filed with the RBI and the Registrar of Companies to satisfy the applicant’s eligibility, the directors’ KYC, and the Indian Resident Authorized Signatory. Here is the list of documents required to establish a Branch Office in India.

Applicant (Foreign Company)

Duly Filled Form FNC-1
Board Resolution
Certificate of Incorporation,
Articles or Charter of parent company
Audited financial statements of 5 Years
Bankers Standing Report
List of Shareholders & Directors
KYC of all Directors

Authorised Signatory (Resident Indian)

Legalisation of Documents

Documents that originate from overseas, such as the applicant certificate, charter, financial statements, board resolution, etc., are required to be legalised by attestation before the notary, Indian embassy, or apostille as per the applicable method of legalisation of the documents. Please refer to our Article on Legalisation of Documents.

Frequently Asked Questions About Company Registration

What is Income Tax rate for a Branch office of a Foreign Company?

A branch office of a foreign mother company is not treated as a separate and distinct entity in India and for all tax purposes, the Indian government taxes the profits of such entities at higher rates. As of now the Income Tax on the profit of a foreign company is 40% in contrast to the tax rate of 30% on an Indian company.

What is permitted/allowed activities for a branch office in India of a foreign entity?

A branch office of a foreign company, a body corporate incorporated outside India, including a firm or other association of individuals is permitted to any activities which are allowed or permitted for the furtherance of the parent company objectives in compliance with RBI notification. Click to see the List of permitted activities for a Branch Office in India.

What are the countries for which Branch office registration cannot be done under the automatic route and can be established only after prior approval is received from the RBI?

Pakistan,
Bangladesh,
Sri Lanka,
Afghanistan,
Iran,
China,
Hong Kong,
Macau
Or any application for opening of a branch office in Jammu & Kashmir, North East Region and Andaman and the Nicobar Islands.