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Published on 5 April 2025

How to Establish a Project Office in India for Foreign Companies

Setting Up a Project Office in India: A Practical, No-BS Guide

So you've got a foreign company eyeing India, but you're not ready to go all-in with a subsidiary. A project office is often the smart move if you're here to do one big contract. Let's skip the fluff and walk through what really matters.

1. Pick Your Local Go-To (Authorized Rep)

Why this is critical: You need a real human in India for filings, signatures, and government talks—not just an address on paper.

Who fits the bill:

  • Must live in India and have a PAN
  • Appointed via board resolution or power of attorney

2. RBI Approval: The Gatekeeper

Bottom line: You must get RBI approval under FEMA before even thinking of opening shop.

How it works:

  • File Form FNC via an authorized dealer bank (HDFC, SBI, ICICI)
  • They review your documents and forward them to RBI

Heads-up: Bring your project contract—RBI wants proof you’re not just window-shopping.

3. RoC Filing: Form FC‑1 Within 30 Days

Once RBI says OK, you’ve got 30 days to notify ROC using Form FC‑1—no extensions.

Must-have attachments:

  1. Parent company documents (MOA/AOA)
  2. Full list of directors and company secretary
  3. Declaration that no director or AR is disqualified
  4. Power of attorney or board resolution for AR
  5. Any other Indian approvals or filings
  6. AR’s PAN/passport and ID/address proof

4. Translation & Authentication: Do It Right

If your docs aren't in English, get certified translations. And if they're from outside India, expect apostilles, notarization, or consularization—depending on your home country.

Why it matters: The RoC will reject anything not in the right format. No shortcuts here.

5. Extra Tips Worth Knowing

  • Project office ≠ full subsidiary: You can only operate within that project's scope. For further activity, you'd need a liaison office or subsidiary.
  • Bank account: Open a separate project account—usually with the same bank that processed your FNC.
  • Tax: Project offices are taxed as foreign companies. Get a local tax expert.
  • Compliance: Annual filings are mandatory with RBI and RoC. Skip them, and you'll get fined—or worse.

Real Example: German Engineering Giant in Mumbai

In 2024, a major German firm set up shop in Mumbai for a metro rail project. They chose the right AR, kept their documents crystal clear, stayed compliant—and completed the project with zero legal headaches or regulatory setbacks.

Bottom Line

A project office is a smart workaround: you establish presence, execute your contract, and exit cleanly—without the tax burden or compliance weight of a full subsidiary. Just remember:

  1. Appoint the right person
  2. Nail RBI and RoC filings
  3. Stay compliant every year
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