Foreign Company Registration in India

A Foreign Company Registration Number (FCRN) is the unique identification number assigned by the RoC to a foreign company registered in India under Chapter XXII of the Companies Act, 2013. The FCRN identifies the foreign company in MCA records and is used for its statutory filings in India.

How to Find the FCRN?

You can find a foreign company's FCRN through the MCA portal:

1. Visit the MCA website and open the company or LLP master data search.
2. Search using the foreign company's registered name.
3. Open the relevant company record from the search results.
4. Check the CIN/FCRN field in the company master data.

The FCRN is also available in the company's MCA records and statutory filings submitted to the RoC.

Section 379 applies Chapter XXII of the Companies Act, 2013, to foreign companies operating in India. The applicable requirements generally cover:

• Authorized representative: Appoint one or more persons resident in India authorized to accept service of process and notices
• Statutory filings: Submit the prescribed financial statements, returns, and other documents within the applicable timelines.
• Ongoing disclosures: Report specified changes in the company's details, directors, or Indian operations.
• Record maintenance: Maintain the information and records required under the Companies Act and applicable rules.

The exact compliance requirements depend on the foreign company's structure and activities in India.

India offers foreign businesses access to a large consumer market, skilled workforce, expanding infrastructure, and a relatively open foreign investment framework. Key benefits include:

• Young and growing workforce: India has a median age of around 29 years and a large working-age population. This creates a substantial talent pool for technology, manufacturing, professional services, and other sectors. UNFPA identifies India's changing age structure as an opportunity to benefit from a demographic dividend through employment, education, and skill development.
• Strategic location: India provides access to markets across South Asia, the Middle East, Africa, Europe, and Southeast Asia. Its extensive road, rail, airport, and port infrastructure supports domestic distribution and international trade.
• Liberal FDI framework: India permits up to 100% foreign investment under the automatic route in most sectors, subject to applicable sectoral conditions. This allows eligible investors to enter many sectors without prior government approval.
• Skilled workforce: India produced approximately 2.6 million STEM graduates at the bachelor's level or above in 2020, giving foreign businesses access to a substantial technical talent pool.
• Large consumer market: With a population exceeding 1.4 billion, India provides a significant domestic market for goods, services, and digital products.

Foreign businesses can establish a presence in India through an Indian subsidiary or joint venture, or through a Branch Office, Liaison Office, or Project Office under the applicable FEMA framework. The structure you choose determines the permitted activities, ownership, approval requirements, and financial conditions:

Note: AD Category-I Bank/RBI approval or applicable route may be required as prescribed.

Foreign businesses can establish a presence in India through a Joint Venture, Wholly Owned Subsidiary, Liaison Office, Project Office, or Branch Office. Each structure has different ownership, permitted activities, and regulatory requirements:

1. Joint Venture

A Joint Venture allows a foreign company to partner with an Indian entity and share ownership and business responsibilities. The parties should define their rights and obligations through appropriate agreements.

Key considerations include:

• Select a suitable Indian partner.
• Define the proposed shareholding and management structure.
• Record the commercial terms in a Joint Venture Agreement, Letter of Intent, or Memorandum of Understanding (MoU), as applicable.
• Include clauses covering share transfers, board composition, confidentiality, dispute resolution, applicable law, and other key rights.

The structure must also comply with applicable FDI, FEMA, and sector-specific requirements.

2. Wholly Owned Subsidiary (Most Popular Route)

A Wholly Owned Subsidiary allows a foreign company to own 100% of an Indian company where the applicable sector permits 100% FDI under the automatic route. It provides the foreign parent with full ownership of the Indian entity, subject to Indian law and sectoral conditions.

An Indian private company generally requires at least two directors, including at least one director who meets the resident director requirement. The resident director must stay in India for at least 182 days during the financial year, subject to the proportionate rule for a newly incorporated company.

The incorporation process covers name reservation, DSC and document preparation, SPICe+ filing, approval, and post-incorporation requirements. For the complete procedure, documents, fees, and compliance requirements, refer to the Indian Subsidiary Registration page.

Foreign documents may require notarization, apostille, or consular authentication depending on the country of execution and applicable MCA requirements.

3. Liaison Office

A Liaison Office acts as a representative and communication channel for a foreign company in India. It cannot undertake commercial, trading, or industrial activities or earn business income in India.

Under the existing FEMA framework, the foreign entity generally needs:

• A profit-making record for the preceding three financial years.
• Net worth of at least USD 50,000 based on its latest audited financial statements.
• An application through Form FNC to the designated AD Category-I bank.
• Attested corporate documents and the latest audited financial statements.
• PAN after establishing the office.
• A mechanism to meet its Indian expenses through permitted inward remittances.

The Liaison Office can undertake activities such as representing the foreign company, promoting its business interests, and facilitating communication with Indian entities.

4. Project Office

A Project Office allows a foreign company to execute a specific project in India. The applicable FEMA framework provides conditions under which a Project Office can be established without separate prior RBI approval.

These conditions generally include situations where:

• The Indian project receives funding through inward remittance from abroad.
• A bilateral or multilateral international financing agency funds the project.
• The competent authority has approved the project.
• The Indian company awarding the project has obtained a term loan from an Indian bank or public financial institution.

If the applicable conditions are not met, the foreign entity may need the required regulatory approval before establishing the Project Office.

5. Branch Office

A Branch Office allows a foreign company to conduct specific activities permitted under the FEMA framework. The foreign entity applies through an AD Category-I bank and must meet the applicable regulatory conditions.

Under the existing framework, the eligibility criteria generally include:

• A profit-making record for the preceding five financial years.
• Net worth of at least USD 100,000 based on the latest audited financial statements.
• Submission of Form FNC through a designated AD Category-I bank.
• Submission of the required corporate documents and audited financial statements.
• PAN and other applicable registrations after establishment.

A Branch Office may undertake permitted activities such as:

• Importing and exporting goods.
• Providing consultancy or professional services.
• Conducting research related to the parent company's business.
• Promoting financial or technical collaborations.
• Acting as a buying or selling agent.
• Providing software development and IT services.
• Providing technical support for the parent company's products.
• Representing foreign airlines or shipping companies.

The Branch Office cannot undertake retail trading or manufacture goods directly or indirectly under the existing FEMA framework.

Note: The RBI issued the draft Foreign Exchange Management (Establishment in India of a Branch or Office) Regulations, 2025 (released 3 October 2025), proposing to remove the current net-worth and profit-track-record thresholds for Branch and Liaison Offices. As of now, these remain a draft and should not be treated as the applicable rules until notified — verify the latest position on the RBI website before relying on the current thresholds.

The registration process depends on the structure you choose. A Wholly Owned Subsidiary or Joint Venture follows the MCA incorporation process, while a Branch Office, Liaison Office, or Project Office follows the applicable FEMA and AD Category-I Bank process before completing Form FC-1 registration with the RoC.

Step 1: Select the Business Structure for Foreign Company

First, decide how you want to establish your presence in India. You can choose a Wholly Owned Subsidiary, Joint Venture, Branch Office, Liaison Office, or Project Office.

For an Indian subsidiary or Joint Venture, consider the ownership, permitted FDI route, business activities, and sector-specific conditions before starting the incorporation process.

Step 2: Obtain Digital Signatures for Directors

A Digital Signature Certificate (DSC) is required for directors and other authorized signatories who must digitally sign MCA forms. This requirement mainly applies to a Wholly Owned Subsidiary or Joint Venture incorporated as an Indian company through the MCA portal.

A Branch Office, Liaison Office, or Project Office follows a different registration route and does not use SPICe+ for incorporation.

Step 3: Prepare the Incorporation Documents

Prepare the documents according to the structure you select. An Indian subsidiary or Joint Venture requires incorporation documents such as the Memorandum of Association (MoA), Articles of Association (AoA), identity and address proofs, and registered office documents.

For a Branch Office, Liaison Office, or Project Office, prepare the foreign company's incorporation documents, financial statements, board resolutions, and other documents required under the applicable FEMA and MCA process. Foreign documents may require notarization, apostille, or consular authentication.

Step 4: Reserve the Foreign Company’s Name

An Indian subsidiary or Joint Venture follows the MCA incorporation route, including name reservation through SPICe+ Part A and incorporation through SPICe+ Part B.

A Branch Office, Liaison Office, or Project Office follows the applicable FEMA route through the designated AD Category-I Bank before completing the required MCA registration and filing.

Step 5: File SPICe+ for Foreign Company Incorporation

For an Indian company, submit SPICe+ Part B and the linked incorporation forms with the required foreign subscriber, director, and company documents. MCA's incorporation process also covers services such as PAN and TAN where applicable.

For a Branch Office, Liaison Office, or Project Office, submit the applicable application and supporting documents through the designated AD Category-I Bank and complete the required Form FC-1 filing with the Registrar of Companies.

Step 6: Pay the Applicable Government Fees

Pay the applicable incorporation fees and state-specific stamp duty. The amount depends on factors such as the company's authorized capital and the state in which it is registered.

A separate name reservation fee applies when you file SPICe+ Part A separately.

Step 7: Receive the Certificate of Incorporation

Once the Registrar verifies and approves the incorporation application, the company receives its Certificate of Incorporation (COI). MCA also issues the company's PAN and TAN through the integrated incorporation process.

The company can then complete its post-incorporation requirements, including opening a bank account and complying with applicable FDI reporting requirements.

Step 8: Complete FDI and Other Applicable Registrations

Complete the foreign investment reporting applicable to the structure after registration. An Indian subsidiary or Joint Venture may also require GST registration, sector-specific approvals, and other licenses based on its activities.

Branch, Liaison, and Project Offices must complete the applicable post-registration FEMA, tax, banking, and MCA compliances before carrying out their permitted activities.

Registration Route for Branch, Liaison, and Project Offices

Branch Offices, Liaison Offices, and Project Offices do not follow the same incorporation process as an Indian subsidiary. The foreign company must first follow the applicable FEMA requirements and the AD Category-I Bank route.

After establishing the office, it must complete the required registration with the RoC through Form FC-1 within the prescribed period. The exact approval and documentation requirements depend on the type of office and applicable FEMA conditions.

The required documents vary based on the foreign company, directors, and shareholders involved in the Indian entity. Prepare the following documents before filing the registration application:

For the Foreign Parent Company

• Certificate of Incorporation
• Memorandum and Articles of Association (MoA & AoA)
• Board Resolution authorizing setup in India
• Details of directors and shareholders (name, address, passport copy)
• Notarized and apostilled copies of all foreign documents

For Directors

• Self-attested passport (identity proof)
• Address proof (utility bill or bank statement, not older than 2 months)
• Passport-sized photograph
• Director Identification Number (DIN)
• Digital Signature Certificate (DSC)
• Business visa and proof of legal stay (if applicable)
• Notarized and apostilled documents (if issued outside India)

For Shareholders

• Proof of identity and address (passport, utility bill, etc.)
• Passport-sized photograph (for individuals)
• Certificate of Incorporation (for corporate shareholders)
• Shareholding details
• Notarized and apostilled documents (for all foreign-issued documents)

A foreign company operating in India must comply with the Companies Act, FEMA, tax laws, and other regulations applicable to its business structure and activities.

Key Regulatory Authorities

The main authorities involved in foreign company operations in India include:

• Ministry of Corporate Affairs (MCA): Administers the Companies Act, 2013, and oversees corporate registration and filings.
• Reserve Bank of India (RBI): Regulates foreign exchange transactions and applicable FEMA requirements.
• Department for Promotion of Industry and Internal Trade (DPIIT): Formulates India's Foreign Direct Investment (FDI) policy.
• Income Tax Department: Administers income tax, TDS, and transfer pricing requirements.
• GST authorities: Administer GST registration, returns, and related compliance.
• Sector-specific regulators: Authorities such as SEBI, IRDAI, TRAI, FSSAI, DGCA, and Pollution Control Boards regulate activities within their respective sectors.

Key Laws and Compliance Areas

• The Companies Act, 2013 governs the registration and compliance requirements of foreign companies operating in India under Chapter XXII. A foreign company registered under this chapter follows the prescribed FC forms and related requirements.
• An Indian subsidiary, however, is an Indian incorporated company and follows the applicable company filings, including AOC-4 and MGT-7, subject to the requirements applicable to that company.
• FEMA, 1999, governs foreign investment, foreign exchange transactions, and the establishment of Branch Offices, Liaison Offices, and Project Offices. The applicable FDI route and reporting requirements depend on the business structure, sector, and transaction.
• Tax laws cover income tax, PAN, TAN, TDS, transfer pricing, GST, customs, and other applicable tax obligations.
• Labor and employment laws apply to employees based on the nature and scale of operations. These may include requirements relating to wages, social security, working conditions, and employment records.
• Intellectual property laws provide the framework for protecting trademarks, patents, copyrights, and designs.
• Environmental regulations apply where the company's activities require environmental approvals or consent from the relevant authorities.

Filing Requirements Under the Registration of Foreign Companies Rules, 2014

A foreign company that falls within Chapter XXII of the Companies Act, 2013 must comply with the filing requirements prescribed under the Companies (Registration of Foreign Companies) Rules, 2014. These requirements apply specifically to foreign companies operating in India and differ from the regular filing framework for an Indian incorporated company.

• Form FC-1: Used to register the foreign company and submit the prescribed particulars to the Registrar of Companies.
• Form FC-2: Used to report specified changes in the foreign company's particulars.
• Form FC-3: Used to file the foreign company's financial statements and related documents.
• Form FC-4: Used to file the foreign company's annual return.

Distinction from Indian company filings: A foreign company registered under Chapter XXII uses the prescribed FC forms for its foreign company filings. An Indian company incorporated in India follows the applicable domestic company filing requirements, which include AOC-4 for financial statements and MGT-7 or MGT-7A for annual return, depending on the company and applicable requirements.

Therefore, FC-3 and FC-4 should not be presented as alternatives to AOC-4 and MGT-7 for the same type of entity. The applicable forms depend on whether the entity is a foreign company registered under Chapter XXII or an Indian company incorporated in India.

After registration, a foreign business must complete the tax, banking, foreign exchange, and corporate compliances applicable to its Indian structure.

• Opening a Corporate Bank Account: An Indian subsidiary or joint venture should open a corporate bank account for business transactions and foreign investment receipts. A Branch, Liaison, or Project Office must follow applicable FEMA and authorised dealer bank requirements.
• Allotment of PAN and TAN: An Indian company must obtain PAN and, where applicable, TAN for income tax and tax deduction obligations.
• GST Registration: GST registration depends on the nature of supplies and applicable GST provisions. The business should determine its registration requirement before making taxable supplies.
• Maintenance of Statutory Registers: An Indian company must maintain the statutory registers and records required under the Companies Act.
• Board and General Meetings: An Indian company must conduct applicable board and general meetings and maintain the required minutes and records.
• Complete Annual Compliance: An Indian subsidiary follows applicable Companies Act filings, tax returns, GST compliances, and FEMA reporting. Eligible entities with foreign investment must also file the FLA Return by 15 July each year.

A Branch or Liaison Office must follow the applicable foreign company filings and submit its Annual Activity Certificate through the designated AD Category-I bank, with the required tax authority submission.

For a foreign-owned Wholly Owned Subsidiary, the total first-year cost can range from about ₹2,00,000 to ₹5,00,000. The following table outlines the main government, professional, and compliance costs for foreign company registration in India:

Note: Professional fees are market estimates and can vary by service provider and scope. Government fees, stamp duty, and regulatory charges should be calculated based on the company's specific structure and state.

For foreign investment into an Indian company, applicable RBI reporting must also be completed. Form FC-GPR is required for reporting the issue of equity instruments to a person resident outside India and is generally filed within 30 days of the issue.