I. Registration of Liaison Office
✅ Step 1: Eligibility Criteria
- Foreign parent company must have:
- A profit-making track record during the immediately preceding three financial years in the home country.
- A Net Worth of at least USD 50,000 (or equivalent).
- If these criteria are not met, a Letter of Comfort (LoC) from the parent company may be submitted.
✅ Step 2: Application Submission
- File Form FNC with the designated Authorised Dealer (AD) Category-I Bank for allotment of Unique Identification Number (UIN).
✅ Step 3: Document Preparation
Attach the following documents (notarized/apostilled where applicable):
- Certificate of Incorporation / Registration of the foreign entity
- Memorandum & Articles of Association (MoA & AoA)
- Audited Financial Statements for the last 3 years
- Banker’s report from the parent company’s banker
- Letter of Comfort (if applicable)
- Resolution/authorization for establishing LO
✅ Step 4: Approval Process
- The AD Bank processes the application under delegated powers.
- RBI approval is required for:
- Entities from Pakistan
- Activities in restricted sectors (defense, telecom, nuclear energy, private security, media, etc.)
✅ Step 5: Bank Account Opening
- Open a Rupee-denominated account with the designated AD Category-I Bank for operational expenses.
- All expenses must be met exclusively through inward remittances from the parent company.
✅ Step 6: Reporting to Authorities
- Register with State Police Authorities, if applicable (especially for entities from certain countries like Bangladesh, Pakistan, etc.).
✅ Step 7: Compliance Post-Approval
- Notify RBI and AD Bank about the commencement of operations within 6 months from approval date.
✅ Step 8: Operational & Annual Compliance
- Only permitted activities allowed:
- Representing the parent company
- Acting as a communication channel
- No commercial, trading, or industrial activity is permitted.
- Comply with:
- Submission of Annual Activity Certificate (AAC) to the AD Bank
- Regulations relating to change of office address, opening of additional bank accounts, or change in activities
✅ Step 9: Extension of Validity Period
- Submit extension request to the AD Category-I Bank before expiry.
- AD Bank may grant an extension up to 3 years, subject to:
- Compliance with original approval
- Satisfactory functioning of the LO
🔚 II. Closure of Liaison Office
✅ Step 10: Closure & Winding-Up Process
Submit request to AD Category-I Bank with:
- Copy of RBI approval letter for LO setup
- Auditor’s Certificate confirming:
- Computation and basis of remittable amount
- Disposal of assets
- All liabilities (gratuity, staff dues, taxes, etc.) have been met or provided for
- No income from Indian sources remains unrepatriated
- Confirmation from parent company that:
- No legal proceedings are pending in India
- There are no legal impediments to the remittance
- Compliance certificate/report from:
- Registrar of Companies (RoC) under Companies Act, 2013
- Sectoral regulator, if applicable (e.g., IRDAI, SEBI)
- Proof that Annual Activity Certificates (AACs) have been duly filed