AT A GLANCE
Two India-entry routes
- STEP 1
Overseas company office
Branch, liaison or project context.
- STEP 2
Indian subsidiary
A new Indian incorporated company.
- STEP 3
Activity review
Sector and FEMA conditions.
- STEP 4
Documents
Route-specific forms and evidence.
- STEP 5
Ongoing work
Separate compliance calendar.
Foreign-company registration and Indian incorporation differ
A branch or other Indian place of business of an overseas company remains connected to the foreign legal entity. An Indian subsidiary is a company incorporated in India, even if all or most shares are held by an overseas parent. These routes use different formation and continuing-compliance processes.
The source documents, foreign-exchange rules and permissions must be assessed for the chosen activity. A liaison office should not be described as an unrestricted revenue-generating business. A project office needs a qualifying project context. A subsidiary may be suitable for broader operations, subject to sector and foreign-investment conditions.
Assess activity, investment and approvals first
The Companies Act process does not replace FEMA, sector-regulator or authorised-dealer bank requirements. Before preparing a filing, identify what the parent business does, its ownership, the Indian activities, funding, staffing and intended customers.
The reviewer should confirm whether the route falls under an available permission, requires approval or is restricted. Banking acceptance is a separate review and cannot be guaranteed. Do not use SPICe+ subsidiary incorporation and FC-1 overseas-company registration interchangeably in a checklist or quote.
The FC-1 document workstream
MCA’s FC-1 instructions state that the particulars and required documents for the Indian principal place of business are to be filed within 30 days of its establishment. The date must be supported by records; it is not a promised processing period.
- Collect the foreign charter, statutes or governing documents and incorporation evidence.
- Prepare certified English translations and authentication as applicable to the document and jurisdiction.
- Record the overseas registered/principal office and directors or secretary particulars.
- Identify the person authorised in India to accept service of process and the Indian business address.
- Include required approvals or the appropriate declaration where no such approval is required.
What the engagement delivers
A scoped engagement can provide an entry-route checklist, document-gap report, agreed application preparation and coordination of included regulator or MCA queries. We maintain the submitted version, payment evidence and decision record. PAN, TAN, GST or banking coordination must be named separately if included.
Legal opinions, representation, immigration, office leasing, tax structuring, transfer pricing and foreign-document authentication services are excluded unless expressly agreed. An authorised professional must certify a submission where required. The overseas entity and signatory remain responsible for accurate information.
₹ costs and practical timing
Costs vary with the selected structure, sector, parent jurisdiction and document requirements. The quote should separate professional work, MCA fees, applicable stamp duty, translation, notarisation or apostille/legalisation, banking expenses and GST where applicable. Show foreign third-party costs in their original currency and the basis for any ₹ conversion.
The preparation timeline depends on receiving authenticated documents, clear ownership information and the required approvals. Banking or regulator reviews can take longer than form preparation. The FC-1 statutory filing trigger should be tracked independently from the overall market-entry project.
Plan continuing compliance at entry
After setup, determine the route-specific financial statements, annual return, tax, foreign-exchange reporting and change-notification work. FC-GPR share-issue reporting may be relevant to an Indian company receiving foreign investment; it should not be listed automatically for every branch or liaison office.
Common errors include choosing the entity before checking the activity, incomplete translations, inconsistent parent-company names and assuming one approval covers all operations. Ask for a short route assessment before committing to incorporation. It should explain required documents, approvals, exclusions and the next decision you must make.
What to prepare before you contact us
- Parent-company incorporation certificate and governing documents.
- Certified translations and authentication where applicable.
- Parent office address and director/secretary particulars.
- Board resolution, power of attorney and authorised Indian representative details.
- Indian place-of-business address and establishment-date records.
- Activity, ownership, funding and relevant parent financial information.
- FEMA/sector approval or required no-approval declaration, as appropriate.
Start with your requirement and current stage. We will agree the document-sharing method before you send confidential records. Keep passwords, OTPs and digital-signature credentials with the authorised person.
How LIQUETAX can help
Choose route
Compare the proposed activity with office and subsidiary options.
Check permissions
Confirm applicable foreign-exchange and sector conditions.
Organise documents
Collect, translate and authenticate the route-specific records.
Prepare filing
Agree the form, statutory trigger, signatures and scope.
Handover calendar
Retain the registration evidence and plan route-specific ongoing work.
Your questions, answered
Is an Indian subsidiary a foreign company for FC-1?
The subsidiary is an Indian incorporated company. Its formation process differs from registering an overseas company’s Indian place of business.
Is the 30-day FC-1 period an approval promise?
No. It is the filing period linked to establishment of the place of business in the MCA instructions.
Can a liaison office sell products in India?
Its permitted activities must be reviewed. It should not be promoted as a general trading or revenue-generating office.
Does this service include opening a bank account?
Only if separately agreed. The bank makes its own due-diligence and account-opening decision.
Official references for this guide
AI-assisted editorial research checked on 7 October 2026. The applicable route, rule and charges depend on your facts. For individual professional advice, have your facts and documents assessed before filing. No named professional review is claimed.