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How to Open a Liaison Office in India Complete Procedure
October 31, 2025 / Business Registration

How to Open a Liaison Office in India: Complete Procedure

Expanding into India can be a strategic move for global companies looking to tap into one of the fastest-growing markets in the world. One of the most common ways for foreign businesses to establish a presence without engaging in full-scale commercial operations is by setting up a Liaison Office.

At KB Chandna & Co., we guide foreign entities through every step of this process — from approval to compliance — ensuring a seamless setup experience.

Understanding Liaison Office in India

A Liaison Office (LO) acts as a communication bridge between a foreign parent company and its Indian stakeholders. As per the Reserve Bank of India (RBI) guidelines, it serves only as a representative office — not as a profit-generating entity.

Permitted Activities

  • Promoting import/export relationships
  • Representing the parent company in India
  • Acting as a communication channel
  • Coordinating between head office and Indian parties

Restrictions

A liaison office cannot undertake any commercial, trading, or industrial activity in India. It must operate solely on inward remittances from the parent company.

Benefits of Opening a Liaison Office in India

  • Market Exploration: Helps assess business potential before establishing a larger setup.
  • Brand Presence: Builds visibility and trust with local clients and regulators.
  • Cost-Effective: Requires minimal investment and compliance compared to a subsidiary.
  • Networking: Facilitates stronger ties with local authorities, clients, and partners.

Eligibility Criteria for Setting Up a Liaison Office

According to RBI guidelines:

  • The parent company should have a track record of profit in the previous three financial years.
  • Minimum net worth of USD 50,000 or equivalent.
  • Must be engaged in a sector where foreign investment is allowed.

Governing Authorities

  • Reserve Bank of India (RBI): Grants permission to establish the Liaison Office.
  • Ministry of Corporate Affairs (MCA): Oversees registration and annual compliance.
  • Authorized Dealer (AD) Category-I Bank: Processes applications and monitors transactions.

Step-by-Step Procedure to Open a Liaison Office in India

Step 1: Determine Eligibility

Ensure that the parent company meets all financial and legal requirements as per RBI regulations.

Step 2: Obtain RBI Approval via AD Bank

The application (Form FNC) must be submitted through an Authorized Dealer Bank to the RBI for approval.

Step 3: Documentation Process

Gather and submit necessary documents such as incorporation certificate, financials, and parent company charter.

Step 4: PAN Application

Apply for a Permanent Account Number (PAN) for tax identification purposes.

Step 5: Registration with ROC

Register the Liaison Office as a Foreign Company under Section 380 of the Companies Act, 2013.

Step 6: Opening a Bank Account

Open a special Liaison Office bank account to receive inward remittances from the parent company.

Step 7: Post-Approval Compliance

Inform RBI and ROC about the commencement of operations and maintain records of all transactions.

Documents Required

  • Certificate of Incorporation of the parent company
  • Memorandum and Articles of Association
  • Audited financial statements for the past three years
  • Letter of authority from the parent company
  • KYC of authorized representatives
  • Banker’s report and financial stability proof

Timeline for Setting Up a Liaison Office

  • RBI Approval: 4–6 weeks
  • ROC Registration: 2–3 weeks
  • Bank Account Setup: 1 week
    On average, the entire process takes 8–10 weeks under normal conditions.

Post Incorporation Compliance

  • Annual filing of Activity Certificate to RBI via AD Bank.
  • Audit of accounts by a practicing Chartered Accountant.
  • Filing of Annual Return (Form FC-3) with ROC.
  • Renewal or closure filings when applicable.

Validity and Renewal of Liaison Office

RBI grants approval typically for 3 years, extendable upon request. Renewal applications must be submitted before expiry along with updated documents.

Taxation for Liaison Offices in India

A Liaison Office is not liable for income tax unless it engages in commercial activities. However, it must still:

  • File annual tax returns.
  • Maintain proper accounting records.
  • Follow transfer pricing regulations for any service interactions.

Conversion into Branch or Subsidiary Office

Once the business grows, the Liaison Office can be converted into:

  • Branch Office: To engage in limited commercial activity.
  • Wholly Owned Subsidiary: For complete operational control.

This conversion requires RBI and MCA approvals.

Common Challenges Faced

  • Lengthy approval timelines.
  • Difficulty in document authentication and notarization.
  • Coordination between multiple government departments.

How KB Chandna & Co. Can Help

At KB Chandna & Co., we offer end-to-end support for foreign companies looking to open a Liaison Office in India, including:

  • Application drafting and RBI coordination.
  • Documentation and registration with MCA.
  • Accounting, taxation, and compliance management.
    Our experienced professionals ensure your setup is compliant, efficient, and hassle-free.

Conclusion

Setting up a Liaison Office in India is a strategic first step for global businesses to establish a soft footprint in the Indian market. While the process involves multiple regulatory approvals, with expert guidance from KB Chandna & Co., you can ensure a smooth, compliant, and successful establishment.

FAQs

1. What is the difference between a Liaison Office and a Branch Office?
A Liaison Office cannot earn income or conduct business, while a Branch Office can engage in specific commercial activities.

2. Can a Liaison Office earn revenue in India?
No, it can only operate through funds received from the parent company.

3. How long does it take to set up a Liaison Office in India?
Generally, it takes around 8–10 weeks from documentation to final approval.

4. Is RBI approval mandatory?
Yes, all foreign entities must obtain RBI approval before establishing a Liaison Office.

5. Can a Liaison Office hire Indian employees?
Yes, it can employ Indian staff for liaison activities, subject to compliance with local labor laws.

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