“Foreign company” means any company or body corporate incorporated outside India which –

(a) has a place of business in India whether by itself or through an agent, physically or through electronic mode; and

(b) conducts any business activity in India in any other manner.

Every foreign company shall, within thirty days of the establishment of its place of business in India, deliver to the Registrar for registration

• a certified copy of the charter, statute or memorandum and articles of the company or other instrument constituting or defining the constitution of the company and if the instrument is not in English language, a certified translation thereof in the English language;
• the full address of the registered or principal office of the company;
• a list of the directors and secretary of the company with particulars;
• the names and addresses of one or more persons resident in India authorised to accept on behalf of the company service of process and any notices or other documents required to be served on the company;
• the full address of the office of the company in India which is deemed to be its principal place of business  in India;
• particulars of opening and closing of a place of business in Indian on earlier occasions;
• declaration that none of the directors of the company or authorised representative in India has ever been
• convicted or debarred from formation of companies and management in India or abroad; or
• a list of directors and Secratary of company, needs to be delivered to the Registrar

The Foreign Company shall, within a period of thirty day of establishment of its place of business in India, file Form FC – 1 of the Companies (Registration of Foreign Companies) Rules 2014 and the application shall also be supprted with an attested copy of approval from Reserve Bank of India under Foreign Exchange Management Act or Regulations and also from other Regulators, if any. Along with the Companies Act, 2013 provision of Foreign Exchange Management Act 1999 and regulations made thereunder shall also be applicable. Regulatory provisions under Foreign Exchange Management (Establishment in India of Branch or Office or other place of business) Regulations, 2000

A foreign company or individual planning to set up business operations in India can do so through a Liaison Office / Representative Office, Project Office or a Branch Office. The FEM (Establishment in India of Branch or Office or other place of business) Regulations, 2000 govern the opening and operation of such offices.

Accordingly, Companies incorporated outside India, desirous of opening a Liaison/Branch office in India have to make an application in form FNC. It may be noted that RBI has authorized AD Category I bank to forward FNC along with the necessary enclosures along with the comments and recommendations to –

The Chief Manager-in-charge, Reserve Bank of India, Foreign Exchange Department, Central Office Cell, New Delhi.

The applications will be considered by Reserve Bank of India under Reserve Bank route or Government route.