A Complete Guide for Branch Office Registration in India

A foreign company desirous of business set up in India has multiple options to enter India and operate its business activity. One such option is to set up a branch office.

This article will discuss branch office registration in India, the procedure involved, documentation required, and time is taken in the entire procedure.

  

What is a Branch Office? 

A branch office can be defined as an extension of the head office of a corporate house. It is a business model for establishing a temporary office in India usually taken up by foreign companies that want to learn more about the Indian market without making long-term investments or commitments. The activities undertaken by a branch office is similar to those of its parent company.

Establishing a branch office in India by foreign entities is regulated in Section 6(6) of the Foreign Exchange Management Act, 1999, read with 1Notification No. FEMA 22(R)/2016-RB dated March 31, 2016.

Branch Office registration in India is subject to prior approval of the Reserve Bank of India and fulfillment of the following conditions by the parent company-

1. The applicant parent company must be incorporated outside the Indian Territory.
2. The company must be engaged in activities like trading or manufacturing etc.
3. The company’s net worth or business in its home country should not be less than US $100,000.
4. In case the financial criteria are not met by the parent company. It must issue a Letter of Comfort (LOC) from the ultimate parent company/Group company subject to the condition that the parent/ group company satisfies the prescribed criteria for net worth and profit.
5. The parent company should have a continuous track record of profit for five years in the home country.
6. Also, the name of the parent company and the branch office in India must be exact. The parent company is liable to meet the expenses of the branch office in case it does not generate apt revenue through its operations in India.

Permissible activities to be undertaken by Branch Office:

As per RBI guidelines, the branch office can do only the following prescribed activities:

1. Import and export of goods
2. Research and development work
3. Buying and selling agent representative of the parent company
4. Consultancy services
5. Rendering any professional services

Registration of branch office in India for carrying out manufacturing activities directly is not permissible unless the manufacturing work is carried on in a Special Economic Zone (SEZ). The purpose behind this is to export products outside India. However, the branch office can sub-contract an Indian manufacturer for manufacturing any products.

The procedure of registration of branch office in India 

The following steps must be taken for registering a branch office in India by its parent company-

1. Non-Resident entities desirous of registering Branch Office in India may apply form FNC to designated AD category-1 bank along with prescribed documents in case the principal business of the foreign company falls under any sector where 100% Foreign Direct Investment (FDI) is permissible through automatic route. In other sectors, i.e. where the automatic approval route is unavailable, the application needs to be filed with the Ministry of Finance and relevant documents.
   
2. On receipt of such application and documents, the AD banker would exercise his due diligence and, in case all conditions are satisfied, grant approval for setting up a branch office in India.
3. For establishing more than one branch office across India, the parent company must seek approval from RBI for each location separately.
4. Approval from RBI for every additional business activity undertaken by the branch office is also required.
5. Once approval is granted, the Branch office need to be opened within six months. Otherwise, the approval will lapse.
6. For opening BO in the Special Economic Zones (SEZs) to undertake manufacturing and service activities, general permission has been given to non-resident companies, subject to fulfilment of prescribed conditions.

Registration with police authorities

In case, parent company desirous of opening BO in India is from certain prescribed countries, they have to register with the state police authorities.

Prescribed countries are as under:

Sri Lanka, Bangladesh, China, Iran, Pakistan, Afghanistan, Hong Kong, Macau.

Also, the AD banker must submit an approval letter for countries above to the Ministry of Home Affairs, Internal Security Division-I, Government of India, New Delhi for necessary action and record. Company Registration in India

Documents required for Registration of Branch Office in India:

1. Form FNC duly signed by an Authorized Representative (AR).
2. Incorporation certificate, MOA, AOA of the parent company duly attested by a notary public or by the Indian Embassy in its registration country.
3. Information and details about the company duly attested by the notary public or the Indian Embassy in its home country.
4. Audited financial statements of the parent company for the last five years
5. Documents of incorporation of the Branch office
6. Proof of a registered office
7. Note on the proposed activity to be carried on by the branch office.
8. A board resolution for opening the branch office
9. KYC of authorized signatory
10. Information regarding the local representatives hired by the parent company.

Time Involved in the entire process

It takes upto 50 to 60 working days to get branch office registration approval from the date of submission of all the documents.

Faceless Assessment- New mechanism for doing Income Tax Assessment in India

In the last few years, the Indian Government has adopted digitalization and technology for governing various processes and services. In this regard, the Digital India Initiative has been started. One such step is the Faceless Income Tax Assessment Scheme 2020.

Faceless Assessment is a step towards the ease of setup business in India. Also, it will help in bringing certainty as well as transparency in tax-related matters.

The scheme was launched in the year 2020 for making the tax administration more effective and efficient. India has become one of the few countries that have adopted this advanced method scheme. 

 

Mode of operation of faceless Assessment in India:

The faceless Assessment works through various units and assessment centres as set up by the tax department. All these have its role specified and importance in the assessment process. The centres established for faceless assessment income tax are-

1. National e-Assessment Center (NeAC): It is the centralized organization situated in New Delhi.

2. Regional e-Assessment Centre (NeAC): These are the regional organizations situated in eight different cities of India, namely; Ahmedabad, Bengaluru, Chennai, Hyderabad, Kolkata, Mumbai, New Delhi and Pune.

Apart from these units, operating under them are as follows-

1. Assessment Units

2. Verification Units

3. Technical Units

4. Review Units

Characteristics of Income Tax Faceless Assessment:

The new Income Tax Faceless Assessment has the following features and advantages-

1. The scheme is faceless, and there is no human interface; the taxpayer is not required to visit the tax department.

2. The cases are selected for scrutiny through artificial intelligence and data analytics.

3. Cases are allotted to assessment units through an automated system.

4. The new Income Tax faceless Assessment has abolished the territorial jurisdiction; taxpayers in a particular city can be scrutinized or assessed by any Assessing Officer in another city.

5. The response against the notice issued for scrutiny can be submitted electronically by the taxpayer.

6. The Assessment and the review of the taxpayer’s documents are team-based.

7. There is only a single point of contact between the tax department and taxpayer, which is too faceless.

The procedure of faceless Assessment:

Under the new scheme, Income Tax Assessment will be conducted in the following manner:

1. A centralized processing centre in the form of the National e-Assessment Centre (NeAC) would be formulated, which will issue a notice to the taxpayer for the Assessment.

2. The assessee is required to file a reply against the notice within 15 days from the date of receiving the notice.

3. The NeAC assigns the scrutiny case under the faceless income tax assessment to an official of an Assessment Unit under the ReAC.

4. It is the NeAC that communicates among the assessee, the verification and the technical unit. Therefore, there would be the single point of contact between the assessee and various assessment units and other units.

5. All the units are required to provide every information to the NeAC regarding the Assessment.

6. The NeAC collects all this information and provides it to the ReAC.

7. After proper examination of the information and documents, the ReAC prepares a draft Income Tax assessment order.

8. The drafted Income Tax assessment order is sent to the NeAC.

9. The assessee is given a chance to defend their case wherever applicable, or else they are charged a penalty as required.

10. The assessee can also ask for virtual hearing via video conferencing or video calling for explaining its case if He is not satisfied with the draft assessment order.

The faceless Income Tax Assessment has been quite successful in its first year after being launched. It has been really helpful for the tax department and the taxpayers in conducting a transparent assessment process. Moreover, it has made the process more consistent even in times of pandemics. And hopefully, it will be more fruitful in the upcoming years.