India market entry · Liaison office registration
Liaison Office Registration in India for Foreign Companies
Prepared by S U and Company's CA-led advisory team · Published 27 October 2026 · About S U and Company
A liaison office is the narrowest of India's three foreign-company office structures: it represents the parent and passes information back and forth, and nothing more. It cannot earn a rupee of income, by design — which is exactly what makes it the lightest structure to qualify for, and the easiest one to accidentally breach the moment it starts doing anything that looks like business.
Quick answer
How does a foreign company register a liaison office in India?
A foreign company with a profit-making track record for the preceding three financial years and a net worth of at least USD 50,000 applies in Form FNC through an authorised dealer bank. Once approved, it receives a Unique Identification Number, files Form FC-1 with the Registrar of Companies within 30 days, and obtains PAN and TAN. The approval is typically valid for three years and extendable. The process usually takes 3 to 6 weeks.
1. Eligibility is lower than a branch office's
Under the FEMA 2016 regulations, a foreign company generally needs a profit-making track record in its home country for the preceding three financial years and a net worth of at least USD 50,000 (or the equivalent) — notably lower than the branch office test (five years, USD 100,000), reflecting that a liaison office cannot earn income and therefore carries less regulatory risk by its nature.
Applicants from Pakistan, Bangladesh, Sri Lanka, Afghanistan, Iran, China, Hong Kong and Macau need prior RBI approval rather than the standard authorised dealer (AD) Category-I bank route, and sectors such as financial services need the relevant regulator's clearance as well. A Sri Lankan applicant additionally registers with the State Police; a Russian applicant uses the general AD bank route, though banks may apply extra scrutiny to payments.
2. What a liaison office can and cannot do
| Permitted | Not permitted |
|---|---|
| Representing the parent or group companies in India | Any trading, selling or invoicing |
| Introducing suppliers and buyers; promoting exports and imports | Receiving commission or fees for any activity |
| Promoting technical or financial collaborations with Indian companies | Earning any income in India, in any form |
| Acting as a communication channel between the parent and Indian parties | Negotiating or concluding commercial contracts |
Collecting market information and introducing the parent to Indian companies fits comfortably within this scope. Selling, taking orders for payment, invoicing, or receiving commission does not — and technical support for the parent's products, which is a permitted branch office activity, is not permitted for a liaison office, since it counts as commercial work. Review the actual day-to-day task list against this scope before applying, not just the job titles involved.
3. The document set from the head office
- Audited financial statements for the last three years, plus a net worth certificate from an accountant.
- Certificate of incorporation and charter documents, notarised and apostilled.
- A board resolution approving the liaison office, its tasks, and an authorised signatory.
- A business plan covering the India tasks, the budget, and the parent's group structure.
- An Indian office address — a leased office, co-working space, or registered-address service.
- At least one authorised representative resident in India to receive notices on the office's behalf for ROC purposes.
4. The registration sequence
- Eligibility and route check. Confirm net worth, track record, the approval route, and that the planned tasks fit the permitted list.
- Form FNC. Prepare the application and supporting document set for the AD bank, or the RBI where prior approval applies.
- Approval and UIN. Once approved, the office receives a Unique Identification Number, quoted in all later dealings with banks and authorities.
- ROC registration, PAN, TAN. File Form FC-1 with the Registrar within 30 days, then obtain PAN and TAN.
- Bank account. Open the office's account and receive the first remittance from the head office.
The full sequence typically runs 3 to 6 weeks, with Indian filings generally prepared in parallel with the overseas notarisation and apostille process.
5. The approval has an expiry date
Unlike a branch office, a liaison office's approval is normally granted for a limited period — typically three years — and must be extended through the authorised dealer bank before it lapses, supported by the Annual Activity Certificates and accounts filed up to that point. This expiry is worth tracking as carefully as any other compliance deadline, since missing it can disrupt banking and reporting continuity.
6. Liaison office vs branch office vs project office
| Point | Liaison office | Branch office | Project office |
|---|---|---|---|
| Purpose | Represent the parent; no commercial activity | Carry on the parent's permitted business | Execute one contract awarded by an Indian company |
| Can earn income | No | Yes, from permitted activities | Yes, from the project |
| Eligibility | 3 years profit, USD 50,000 net worth | 5 years profit, USD 100,000 net worth | No net-worth test; funding condition on the contract instead |
| Duration | Approved period (typically 3 years), extendable | No fixed end | For the project only |
See our 4-way entity comparison for the fuller picture against a wholly owned subsidiary and an LLP as well.
7. What comes after registration
Registration is the starting point. The compliance runs for as long as the office is open. See our guides on each remaining workstream:
- FEMA and RBI compliance for a liaison office — the Annual Activity Certificate, extension, and closure.
- Tax compliance for a liaison office — the annual statement of activities, permanent establishment risk, and TDS.
- Accounting, reporting and audit for a liaison office — expense-only bookkeeping and remittance reconciliation.
- Payroll and labour law compliance for a liaison office — EPF/ESIC thresholds, the Labour Codes, and FRRO.
- ROC compliance (FC forms) — Form FC-1 through FC-4, which apply even though a liaison office earns no income.
Frequently asked questions
Who is eligible to open a liaison office in India?
Under the FEMA 2016 regulations, a foreign company generally needs a profit-making track record in its home country for the preceding three financial years and a net worth of at least USD 50,000 (or the equivalent) — a lower bar than the branch office test, reflecting that a liaison office cannot earn any income.
What can a liaison office do in India?
Represent the parent or group companies, promote exports and imports by introducing suppliers and buyers, promote technical or financial collaborations between the group and Indian companies, and act as a communication channel. It cannot carry on any trading, selling, invoicing, or earn income of any kind.
What can a liaison office not do?
It cannot undertake commercial, trading or industrial activity, cannot earn income, cannot invoice customers, and cannot receive fees or commission. All of its expenses must be met entirely from remittances sent by the parent — there is no grey area here, since earning anything at all is itself the breach.
How long is a liaison office approval valid?
Approval is normally granted for a limited period, typically three years, and can be extended through the authorised dealer bank before it expires — the expiry date on the approval letter should be tracked from day one, not discovered close to the deadline.
How long does liaison office registration take?
Typically 3 to 6 weeks, depending on the authorised dealer bank, the approval route, and how quickly the parent company’s documents are notarised and apostilled.
Can a liaison office be converted into a branch office?
Not automatically. A parent that wants to carry on actual business should apply for a branch office or a subsidiary, and separately close or convert the liaison office with the relevant approvals — the two are not interchangeable structures.
Should we choose a liaison office, branch office or project office?
Choose a liaison office to represent the parent without earning income, a branch office to carry on the parent’s permitted business on an ongoing basis, and a project office to execute one specific awarded contract. The right choice depends on whether revenue will ever be earned through the Indian presence at all.
How S U and Company can help
We check eligibility, review planned tasks against the permitted scope, and prepare and file Form FNC and Form FC-1 for foreign companies registering a liaison office in India. See our branch office registration guide if the plan includes commercial activity, or explore the US-to-India entry guides.
Sources and further reading
- Reserve Bank of India — FEMA and the foreign-exchange framework for liaison offices.
- Ministry of Corporate Affairs — Form FC-1 and company-law registration.