A foreign company that establishes a place of business in India is governed by Chapter XXII of the Companies Act, 2013 (Sections 379–393). The compliance architecture is built around the establishment of the place of business, the filing of the prescribed forms, the display of the company’s name and the annual financial-statement and return filings.
Establishing a Place of Business
A foreign company establishing a place of business in India must file Form FC-1 with the ROC within 30 days of establishment, along with the constitutional documents, the details of the directors and the authorised representative, and the address of the place of business. The establishment may also require RBI approval under FEMA, depending on the nature of the presence—branch, liaison office or project office.
The Ongoing Filings
The foreign company must file Form FC-2 for the annual financial statements, Form FC-3 for the list of places of business and Form FC-4 for the annual return. The documents must be in the prescribed form and must be filed within the prescribed time. The company must display its name and the country of incorporation at the place of business and on its letterheads and notices.
The Document-Display and Service Requirements
The foreign company must display its name and the name of the country of incorporation at the place of business, and must exhibit the name on its seal, letterheads and notices. The company must authorise a person resident in India to accept service of process and notices. The authorised representative is the channel through which the Indian regulatory system communicates with the foreign company.
The Compliance Risk
A foreign company that establishes a place of business without filing FC-1, or that fails to file the annual FC-2 and FC-4, is exposed to penalty and to the regulatory consequences of non-compliance. The compliance is not optional: the place of business is the trigger, and the filings are the condition of lawful operation.
Call to Action: We advise foreign companies on Indian place-of-business compliance, FC filings and FEMA coordination. For a foreign-company review, contact office@anujdesaiassociates.com, Ph No. 9619456656, Website https://anujdesaiassociates.com, LinkedIn linkedin.com/in/ca-anuj-desai-122547230.