§ 1
What the Companies Act requires of a foreign company
Within 30 days of establishing a place of business in India, the foreign company files Form FC-1 with its constitution, details of directors and secretary, the address of its principal office abroad, the name of the person authorised to accept service in India, and the RBI approval.
Each year it files the financial statements of its Indian business, audited in India, in Form FC-3 within six months of the end of the financial year, along with a list of its places of business in India. The annual return in Form FC-4 is due within 60 days of the year end. Any change in the particulars filed with FC-1 is reported in Form FC-2 within 30 days.
§ 2
The law that applies
| Companies Act, 2013, sections 379 to 393 | Registration, documents, accounts, annual return and penalties for foreign companies. |
|---|---|
| Companies (Registration of Foreign Companies) Rules, 2014 | Forms FC-1 to FC-4 and timelines. |
§ 3
Issues and how we solve them
The problems that most often hold up or complicate this work, and how we deal with each.
Issue 1
The office was approved by the bank but never registered with the ROC.
Our approach
We file FC-1 with the applicable additional fees, and assess whether any compounding is needed for the period of non-registration.
Issue 2
Changes in directors abroad are not reported.
Our approach
We agree with the head office's company secretary to notify us of changes, and file FC-2 within 30 days.
§ 4
Process and timeline
- 1
Registration
Within 30 daysFC-1 after approval of the office.
Filing: FC-1
- 2
Changes
Within 30 daysChanges in particulars.
Filing: FC-2
- 3
Annual
AnnuallyAccounts and annual return.
Filing: FC-3 · FC-4
§ 5
Our scope of work
Included
- FC-1 registration
- FC-2 changes
- FC-3 and FC-4 annual filings
- Regularisation of past defaults
§ 6
Questions
Does a liaison office need to file FC-3 and FC-4?
Yes. A liaison office is a place of business of a foreign company and files its accounts and annual return like a branch or project office.
Is FC-1 the same as the RBI approval?
No. RBI approval through the AD bank is under FEMA; FC-1 is a separate registration under the Companies Act with the Registrar of Companies.
Prepared by CA Utsav Dogra, Chartered Accountant, ICAI M. No. 542375, SU and Company · Last reviewed 4 November 2026. General information only, based on the law as it stood on that date; it is not advice for any particular case.