How to Register Branch Office in India?

Foreign company which wants to enter into India has one of the option to enter by way of Branch Office Registration.

Branch office registration in India can either be by way of -:

  • Automatic Route or Reserve Bank Route (RBI route): In this case, 100% FDI is permissible under the automatic route for sectors which are not prohibited.
  • Government Route (Ministry of Finance): In all such cases where 100% FDI is not allowed under the automatic route, government approval route has to be followed. Also, when applications are filed by NGO or Government Bodies or department, government route needs to be followed.

It may be noted that the application for the branch office registration in India is submitted through the Authorized dealer to the RBI.

Normally, for branch office registration, following documents are required:

  • Three copies of Form FNC – 1
  • Comfort letter from the Parent company to RBI with intention to support the operation in India
  • Authority Letter from the parent company in favor of Local Representative.
  • Authority letter or Board Resolution from parent company for Branch office registration in India
  • Duplicate copies of the Certificate of Incorporation, Memorandum & Articles of association of the parent company duly attested by the Indian embassy or notary public in the country of registration and apostile. In case documents are not in English, English translation will also be required to be apostile and notarized.
  • Copy of Certification of Incorporation duly notarized and Certified by Indian Consulate and apostile.
  • Last 3 years audited Balance sheet and annual accounts of parent company duly notarized and Certified by Indian Consulate & Directors
  • Mobile, email id, name and address of the authorized person in Home Country.
  • Bank details of the banker of the parent company
  • What will be expected level of funding for operations in India.
  • Address of the proposed local office, proposed no. of employees along with details of foreign employees and address of the head of the Local office, if decided
  • Details of the activities of parent company in Home country and nature of products and services in brief.
  • Banker’s report from the bank of the parent company showing the number of years the applicant/parent company has had banking relations with that bank.
  • Latest ID Proof of all the Directors – Certified by Consulate and Banker in Home Country
  • Latest Address Proof of address all of Directors – Certified by Consulate and Banker in Home Country
  • Shareholding pattern of the parent company.
  • Board resolution copy for Opening Bank Account with the Banker
  • Copy of signed application/ Bank Account Opening Form for Indian Bank

After obtaining RBI approval for Branch Office Registration in India, an intimation needs to be filed with ROC along with below mentioned documents within 30 days from the date of RBI approval:

Following documents are required:

  • Copy of the certificate of incorporation
  • Notarized copy of Charter, statutes or memorandum and articles of association or other Instrument constituting or defining the constitution of the company. If not in English, English translation will also be required.
  • List of directors and secretary of the foreign company
  • POA /Board Resolution in favor of authorized representative
  • RBI approval letter for Branch office registration.
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Author: Anil Agrawal
EZYBIZ India Consulting LLP, New Delhi. The firm is business and tax consultancy firm providing consultancy in Taxation, Regulatory, Transfer pricing, Valuation, Corporate funding and Business set up matters. He may be reached at 9899217778 or anil@ezybizindia.in.
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