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Liaison Office Setup in India | RBI-Approved Representative Office for Foreign Companies | N D Savla & Associates
Liaison Office Setup

Liaison Office Setup in India
RBI-Approved Representative Office for Foreign Companies

Liaison office setup is the simplest way for a foreign company to establish a presence in India without carrying out commercial operations. A liaison office, also known as a representative office, acts purely as a communication channel between the foreign parent company and parties in India — and N D Savla & Associates handles the RBI approvals, regulatory documentation, reporting requirements, and ongoing compliance.

What Is a Liaison Office?

A liaison office is an office established in India by a foreign company to act as a communication channel between the parent company abroad and parties in India. It is also called a representative office, because its job is to represent the parent, not to trade on its own account. It has no separate legal identity of its own; it is simply an extension of the foreign parent, present in India for liaison purposes.

The defining feature is straightforward: a liaison office earns no income in India. Every rupee it spends comes from the parent company abroad, through inward remittances of foreign exchange. Because it does not earn or trade, it is the most restricted of the foreign-company presences in India — but also the simplest and lowest-risk way to begin.

Setting one up requires approval from the Reserve Bank of India under FEMA, and registration with the Registrar of Companies once approved. It is the lightest-touch way to test the Indian market, build relationships, and explore opportunities before committing to a full operation. If you instead want to carry out business activity, a branch office or an Indian subsidiary may suit you better.

What a Liaison Office Can and Cannot Do

Understanding the permitted scope is essential, because operating outside it can put the approval at risk. A liaison office in India is permitted to:

Represent the Parent Company

Represent the parent company or group companies in India before customers, partners, and authorities.

Promote Import & Export

Promote import and export between India and the parent's home country.

Promote Collaborations

Promote technical and financial collaborations between the parent and Indian companies.

Act as a Communication Channel

Act as a communication channel between the parent company and parties in India.

Equally, there are firm limits. A liaison office cannot undertake any commercial, trading, or industrial activity, cannot earn any income in India, and cannot enter into contracts in its own name or invoice Indian customers. If the parent wishes to do any of those things, it needs a branch office or a subsidiary instead. Keeping strictly within the liaison role is what keeps the office compliant and its approval intact.

Eligibility and Conditions for a Liaison Office

Not every foreign company qualifies to open a liaison office. The Reserve Bank of India sets eligibility conditions to ensure the parent is financially sound. The main requirements are a profit-making track record — the foreign parent should have a profit-making track record during the immediately preceding three financial years in its home country; a net worth of at least USD 50,000 or its equivalent, certified by its auditors; and approval and routing — the application is made in Form FNC through an Authorised Dealer (AD) Category-I bank, under the automatic or the RBI approval route.

Where a newly set-up entity does not meet the track record or net worth tests on its own, it may still be able to apply on the strength of a letter of comfort from its parent that does meet the conditions. Confirming eligibility at the outset is the first thing we check, because it determines the route and the documentation.

How to Set Up a Liaison Office in India – Step by Step

Here is how to set up a liaison office in India, the sequence we follow for every foreign client. The process runs through an AD bank and the Reserve Bank of India, and ends with registration at the Registrar of Companies.

01

Check Eligibility

Confirm the three-year profit track record and net worth of at least USD 50,000, certified by the parent's auditors.
02

Choose the Route and Prepare Documents

Determine whether approval is under the automatic route or the RBI approval route, and prepare the application and documents.
03

File Form FNC Through an AD Bank

File the application in Form FNC through an Authorised Dealer Category-I bank. Getting the Form FNC application and the supporting documents right is what keeps the RBI approval on track.
Form FNC · AD Bank
04

Obtain RBI Approval and UIN

Obtain approval and the Unique Identification Number (UIN) for the liaison office.
05

Register with the ROC

Register the liaison office with the Registrar of Companies in Form FC-3 within 30 days, and obtain PAN and a bank account.
Form FC-3 · ROC
06

Maintain Ongoing Compliance

Maintain ongoing compliance, including the Annual Activity Certificate, ROC filings, and the income tax return.
Documents required for liaison office registration: the certificate of incorporation, Memorandum and Articles of the foreign parent company (attested and apostilled); the latest audited financial statements showing the net worth; a board resolution to open the liaison office; details of the parent company and its directors; the proposed activities and address in India; and the AD bank's forms. Our team prepares and verifies the complete set so the application moves smoothly through the AD bank and the Reserve Bank of India.

Liaison Office vs Branch Office vs Subsidiary

Foreign companies often weigh three options for entering India, and the right choice depends on what you intend to do. The liaison office vs branch office question is the most common, and it comes down to activity and income.

A liaison office can only act as a communication channel and cannot earn income. A branch office is allowed to carry out specified commercial activities and can earn income in India, with a wider scope and higher compliance. An Indian subsidiary is a separate Indian company that can carry on full business operations, with the strongest standing and the most compliance. So the liaison office is the lightest presence, the branch office sits in the middle, and the subsidiary is the fullest commitment. If your goal is only to represent the parent and build relationships, the liaison office is ideal; if you need to trade or earn income, a branch office or subsidiary is the right route.

Liaison Office Compliance and Validity

A liaison office is approved for a defined period and carries ongoing compliance, even though it earns no income. Staying compliant protects the approval and allows smooth renewal. The key points are: validity — a liaison office is generally approved for three years and can be renewed, subject to the rules for the sector; the Annual Activity Certificate (AAC) — an AAC from a Chartered Accountant must be filed each year with the AD bank and the authorities; ROC annual filings — annual filings with the Registrar of Companies, including the foreign company return; the income tax return — filed each year, despite the office earning no income; and intimation of changes — any change in the office, address, or activities must be intimated to the authorities.

We manage the full compliance calendar, including the AAC and the annual ROC return, so your liaison office stays in good standing year after year and renews without friction.

Why Choose N D Savla & Associates for Liaison Office Setup

Liaison office setup brings together RBI approval, foreign-exchange rules, and company-law registration in one process — and a misstep with the FEMA route or the reporting can delay or jeopardise the approval. That is exactly where experienced help pays off.

We provide end-to-end support: eligibility assessment, RBI approval and Form FNC filing through an AD bank, ROC registration in Form FC-3, PAN, and the ongoing Annual Activity Certificate and compliance. Our team understands cross-border requirements and keeps the process clear and well-documented from the first conversation to the final approval. For the connected filings, our RBI and FDI team supports the wider compliance picture. We help foreign companies establish a liaison office in India with clarity, speed, and full compliance.

Our Broader India-Entry & Cross-Border Services

The liaison office is the lightest presence in a wider India-entry map. Our related services cover:

Frequently Asked Questions – Liaison Office Setup

What is a liaison office?
A liaison office, also called a representative office, is an office set up in India by a foreign company to act as a communication channel between the parent company abroad and parties in India. It cannot carry out any commercial or income-earning activity; its role is limited to liaison work such as representing the parent company, promoting trade, and exploring opportunities. All its expenses are met through inward remittances of foreign exchange from the parent company.
Can a liaison office earn income or do business in India?
No. A liaison office cannot earn any income in India and cannot undertake any commercial, trading, or industrial activity. It is permitted only to act as a communication channel between the foreign parent company and Indian parties. Because it earns no income, the liaison office meets all of its operating expenses entirely through inward remittances from the parent company abroad.
Is RBI approval required to set up a liaison office?
Yes. Setting up a liaison office in India requires approval under FEMA, and the application is filed in Form FNC through an Authorised Dealer (AD) Category-I bank. Depending on the sector and eligibility, approval is granted either under the automatic route through the AD bank or under the RBI approval route. A Unique Identification Number (UIN) is allotted, and the office is then registered with the Registrar of Companies.
What is the difference between a liaison office and a branch office?
A liaison office can only act as a communication channel and cannot earn income, while a branch office is allowed to carry out specified commercial activities and can earn income in India. Both are set up by a foreign company with RBI approval under FEMA, but the branch office has a wider scope and higher compliance, whereas the liaison office is limited to representation and is funded entirely by the parent company.
What is the validity of a liaison office, and what compliance is required?
A liaison office is generally approved for three years and can be renewed, subject to the applicable rules for the sector. Ongoing compliance includes filing an Annual Activity Certificate (AAC) from a Chartered Accountant with the AD bank, annual filings with the Registrar of Companies, and an income tax return, even though the office earns no income. Any changes must also be intimated to the authorities.

Set Up Your Liaison Office in India Today

Ready to establish your presence in India? From eligibility assessment and RBI approval to Form FNC filing through an AD bank, ROC registration in Form FC-3, PAN, and the ongoing Annual Activity Certificate — we handle the entire liaison office setup end to end. Whether you want to represent your parent company, promote trade, or simply explore the Indian market, we help you set up a representative office with clarity and confidence.

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