Equity Governance Framework · Entry Layer

Branch / Liaison / Project Office Setup

Market entry for a foreign company without full subsidiary incorporation - the right structure depends on whether you're testing the market, executing a project, or already generating Indian revenue.

Liaison Office can't earn revenue

A Liaison Office can only act as a communication channel - it cannot invoice or generate income in India.

RBI approval required

All three structures require RBI approval via an Authorized Dealer bank before setup.

Branch Office can trade & invoice

A Branch Office can conduct commercial activity, subject to permitted-activity restrictions.

Project Office is time-bound

Tied to a specific contract - must be wound up once the project ends.

What's Included

The right structure, chosen deliberately.

01
Structure selection advisory

We assess your Indian activity plans to recommend Branch, Liaison or Project Office.

02
RBI/AD bank approval

Application coordinated with an Authorized Dealer bank for RBI approval.

03
ROC registration

Foreign company registration with the Registrar of Companies (Form FC-1).

04
PAN, bank account & ongoing filings

PAN allotment, bank account opening, and annual activity certificate filing.

Common questions

What's the difference between a Liaison Office and a Branch Office?

A Liaison Office is purely a communication and coordination channel - it cannot generate any income in India. A Branch Office can conduct actual commercial activity, invoice Indian clients, and earn revenue, subject to permitted-activity conditions set by the RBI approval.

When is a Project Office the right structure?

A Project Office suits a foreign company executing a specific, time-bound contract in India (e.g. an infrastructure or engineering project) - it must be wound up once the project concludes, unlike a Branch or Liaison Office which can continue indefinitely.

How long does RBI approval take for a Branch or Liaison Office?

Typically 4–8 weeks through the Authorized Dealer bank route, though it can take longer depending on the sector and whether the parent company's track record and financials meet the eligibility criteria.

Can a Liaison Office be converted to a Branch Office later?

Not directly by simple conversion - a fresh application for Branch Office status (or a new Indian subsidiary) is generally required, which is why choosing the right structure upfront matters.

What annual compliance applies to these office structures?

All three must file an Annual Activity Certificate with the RBI (through the AD bank), along with ROC filings under Section 380 of the Companies Act and income tax returns for any taxable activity.

Should we set up a Branch Office or a full Indian subsidiary?

A Branch Office suits testing the market or limited-scope activity without full local incorporation; a subsidiary suits sustained, growing operations, easier local hiring, and eventual equity fundraising in India - we assess this against your growth plans.

Planning to enter the Indian market?

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