A foreign company can enter India two ways: register the overseas company itself as a branch, liaison or project office (Form FC-1 with the ROC), or float a brand-new Indian subsidiary it owns. They are different legal animals with different tax, compliance and approval rules. This page covers the FC-1 / branch route — and points you to the right one for your plan.
By the QwikFilings CA team · Updated 2026 · FEMA, RBI & ROC handled end to end
"Foreign company registration" and "Indian subsidiary" are used interchangeably, but they are not the same thing. Pick by what you actually want to run in India.
The foreign company registers its own presence in India by filing Form FC-1 with the ROC. No new company is created — it is an extension of the parent. Needs RBI/FEMA clearance, has activity restrictions, and is taxed as a foreign company.
Covered on this page ↓
A brand-new Indian company the foreign parent owns (up to 100% in most sectors). Separate Indian entity, own CIN, taxed at the domestic company rate, full operating freedom. The default for a real, long-term India business.
Under Section 2(42) of the Companies Act, 2013, a foreign company is one incorporated outside India that has a place of business in India and conducts business activity here. It registers by filing Form FC-1 with the Registrar of Companies within 30 days of establishing that place of business. This route comes in three forms, each cleared by the RBI under FEMA:
Can carry on specified commercial activity — export/import, professional or consultancy services, research, technical support for the parent's products. Can earn income in India and is taxed as a foreign company.
A representative office only. Cannot earn income or do commercial activity — it liaises, promotes and gathers market information. All expenses are met from inward remittances from the parent.
Set up to execute a specific contract or project in India, usually where the parent has won a project from an Indian company. Exists for the life of the project.
For most foreign founders and overseas companies building something lasting in India, the subsidiary wins on tax, flexibility and ease of the automatic route. The FC-1 office routes suit limited, defined presences that need RBI sign-off.
For the branch, liaison or project office route. The subsidiary route runs on SPICe+ instead.
Branch, liaison and project offices need RBI/FEMA clearance — via an AD Category-I bank where you meet the eligibility (profit track record, net worth), otherwise the RBI approval route. There is no "automatic route" comfort the way there is for subsidiary FDI.
Investment or presence linked to countries sharing a land border with India (China, Pakistan, Bangladesh, Nepal, Myanmar, Bhutan, Afghanistan) generally needs the government approval route, whatever the sector.
A branch/PO's India income is taxed at the foreign-company rate (currently 35% plus surcharge and cess, reduced from 40% in 2024) — higher than the domestic-company rate a subsidiary enjoys. A liaison office earns no income, so no income tax, but still files.
Each office type can only do what its approval permits. A liaison office that starts trading, or a branch that strays outside approved activities, is a FEMA breach. A subsidiary, by contrast, operates freely within its objects.
Disclaimer: This page is general information on Indian company and exchange-control law, not legal, tax or financial advice. FEMA rules, FDI sector caps, RBI eligibility norms and tax rates change. Confirm the position for your specific country, sector and structure with a qualified professional before acting. QwikFilings will review your case directly before any filing.
No. Registering a foreign company (Form FC-1) sets up the overseas company's own branch, liaison or project office in India — not a new entity. An Indian subsidiary is a brand-new Indian company the foreign parent owns. They differ on tax, approvals and compliance.
FC-1 is the filing with the Registrar of Companies that registers a foreign company's place of business in India. It must be filed within 30 days of establishing that place of business, after the RBI/FEMA clearance for the office.
Yes. Branch, liaison and project offices are cleared under FEMA — via an AD Category-I bank where the parent meets the eligibility, otherwise the RBI approval route. This is different from the automatic route available for subsidiary FDI.
A branch or project office is taxed as a foreign company (currently 35% plus surcharge and cess), which is higher than the domestic-company rate an Indian subsidiary pays. A liaison office earns no income and so pays no income tax, but still files.
For a real, ongoing India operation, the Indian subsidiary usually wins on tax, flexibility and the automatic FDI route. The FC-1 office routes suit limited, defined presences — research, a specific project, or specified commercial activity without a new company.
A real CA confirms whether you need an FC-1 office or an Indian subsidiary, handles the RBI/FEMA and ROC filings, and runs it end to end. No trip to India required.
Related: Indian subsidiary · Company registration · Ongoing compliance