From location choice to go-live
The sequence below is sized for a 100–500 seat captive centre. The authority responsible is shown after each step. The GCC set-up roadmap covers the same ground in more depth, and the operating models page compares owning the entity from day one, build–operate–transfer and managed teams.
- Feasibility and location. Compare talent depth, cost and state GCC packages across a metro and a tier-2 option; incentives often pay more outside the main metros. State IT departments; investment agencies.
- Choose the vehicle. A wholly owned private company is usual (100% automatic route); an LLP works only where there are no FDI-linked conditions. Check land-border ownership under Press Note 2 (2026). MCA; DPIIT FIF portal if needed.
- Incorporate and register. File SPICe+ with AGILE-PRO-S for GSTIN, EPFO and ESIC. Add Shops and Establishments and professional tax registrations in the chosen state. MCA; state labour and tax departments.
- Bank account, capital and FC-GPR. Open the bank account, receive share capital from the parent and report the share issue on the FIRMS portal. FC-GPR within 30 days; authorised dealer bank; RBI FIRMS.
- Office: managed space or own lease. Decide between a managed or co-working office and a direct lease, and whether to register as an STPI or SEZ unit. Confirm stamp duty relief before signing the lease. STPI; SEZ Development Commissioner.
- Register for state incentives. Apply for the state GCC registration before or alongside the investment where the policy requires it; Maharashtra issues a Registration Certificate and expects 10 years of operation. Before claims are made; state IT or industries department.
- Hire leaders and the first cohort. Appoint the centre head, finance and HR leads; obtain employment visas for expatriates. Labour Codes apply from 21 November 2025, including gratuity after one year for fixed-term staff. MHA and Indian missions; EPFO; state labour department.
- Inter-company agreement and TP policy. Sign a services agreement with cost-plus pricing; choose the 15.5% safe harbour (five-year option) or seek an APA for certainty. CBDT; Income Tax Department.
- IT, security and data protection. Set up access controls, security safeguards and breach reporting; DPDP core obligations apply from 13 May 2027. MeitY; Data Protection Board.
- Go-live and first incentive claims. Start billing the parent, file returns and lodge incentive claims within each state’s claim window. GST; state nodal agency.
Before claims are made
- Hold the state GCC registration, or Maharashtra’s Registration Certificate, before claiming (step 6).
- Confirm stamp duty relief, and whether it depends on an IT park, SEZ or STPI location, before signing the lease (step 5).
- Check the lock-in: Maharashtra requires 10 years of operation from registration; Uttar Pradesh and Gujarat pay over several years against claims.
- Lodge each claim within the state’s own claim window (step 10); details are on state incentives.
Note: IMC’s stated timeline for a capability centre is typically 90 to 120 days to become operational, subject to approvals. The sources fix no statutory time for the full sequence.
Entry vehicles
Most investors use a private limited subsidiary; offices serve narrow aims. A company or LLP is an Indian resident entity. Branch, liaison and project offices are extensions of the foreign parent, opened through an authorised dealer bank under RBI rules.
| Vehicle | What it may do | Approval needed | Suits |
|---|---|---|---|
| Wholly owned subsidiary (private limited company) | Any lawful business within its objects and the FDI policy. At least 2 shareholders (up to 200) and 2 directors, one meeting the 182-day residence test. | None on the automatic route without a land-border owner; else government route. Incorporated with the Registrar through SPICe+. | Operating businesses that want full control and limited liability. |
| Joint venture company | As a subsidiary, with an Indian partner; caps and conditions apply to the total foreign stake. | As for the sector. Land-border investors taking up to 49% in a fast-track sector, where resident Indians keep majority ownership and control, have a 60-day decision target. | Capped sectors, or where a partner brings licences, land or customers. |
| Limited liability partnership (LLP) | Business with partnership-style governance and limited liability; at least 2 designated partners, one resident. LLP agreement filed within 30 days. | Automatic route only in sectors fully open under the automatic route with no FDI-linked performance conditions. | Service businesses in fully open sectors. |
| Branch office | Activities RBI permits for branches, such as export and import, consultancy and research on behalf of the parent. | Authorised dealer bank; parent needs a sound financial track record. RBI approval in specified cases, such as defence or telecom. | Serving Indian clients directly without a subsidiary. |
| Liaison office | Represents the parent in India; may not carry on business. Valid generally for three years. | Authorised dealer bank, with the same track-record test and RBI referral cases as a branch. | Market study and relationship building before committing capital. |
| Project office | Executes a specific contract in India; valid for the tenure of the project. | Authorised dealer bank under RBI’s project office rules. | Contractors delivering a defined Indian project. |
| No entity yet: distributor or employer of record | Sell through an Indian distributor or importer; engage staff through a third-party employer of record. | None for the foreign company itself. | Testing demand; review tax and contract exposure first. |
Sector-specific points: IT, ITeS, BPM, engineering, R&D and consulting are fully open on the automatic route, so both a wholly owned company and an LLP are available. A branch taxed as a foreign company pays 36.40–38.22% against 25.168% for a subsidiary in the concessional regime (see tax and zones). The generic comparison is at entry vehicles.
Incorporation: ten steps for a foreign-owned company
The sequence for a private limited subsidiary in an automatic-route sector. Times are shown only where a rule fixes them; state registrations depend on location and activity.
- Prepare and apostille parent documents. Constitutional documents, board resolution and identity papers of foreign subscribers and directors are notarised and apostilled or legalised. Parent company; notary; apostille authority.
- Obtain digital signatures and DINs. A digital signature certificate for at least one proposed director. Director identification numbers are applied for within the SPICe+ form. Certifying authority; MCA (SPICe+).
- Reserve the company name. Check the name against existing companies and registered trademarks, then reserve it through RUN or within SPICe+. MCA (RUN or SPICe+).
- File SPICe+ with the MoA, AoA and AGILE. One integrated filing covers incorporation, DINs, PAN and TAN. The linked AGILE form can also obtain GST, EPFO and ESIC registrations. Foreign subscribers attach a signed physical MoA and AoA. MCA Central Registration Centre.
- Receive the certificate of incorporation. The Central Registration Centre scrutinises the documents and may ask for changes. The CIN, PAN and TAN are allotted on incorporation. Registrar of Companies (CRC).
- Open a bank account and bring in capital. Receive share capital through an authorised dealer bank and allot shares within 60 days of receipt, priced at not less than fair value. Within 60 days; authorised dealer bank; board.
- Report the share issue (FC-GPR). File Form FC-GPR for shares issued to the foreign parent that count as FDI. Within 30 days of issue; RBI FIRMS portal.
- Declare commencement of business. Declare receipt of the subscription money and verify the registered office before starting business. Within 180 days; MCA.
- Register for GST and obtain an IEC. If not done through AGILE, apply for GST; low-risk applicants can opt for automated registration within three working days. Importers and exporters also need an Importer-Exporter Code. GST: 3 working days; GST portal; DGFT.
- First board meeting; staff registrations. Appoint the first auditor and open statutory registers. Obtain shops and establishments, professional tax, EPFO and ESIC registrations as applicable. Board; state labour department; EPFO; ESIC.
For a captive, the IEC matters if IT equipment will be imported. The generic incorporation page is at incorporation and the reporting cycle at FEMA compliance calendar.
What to check next
- Shortlist a metro and a tier-2 location and model each state’s package before choosing the office.
- Map the ownership chain for land-border beneficial owners before incorporating.
- Diarise the 60-day allotment, 30-day FC-GPR and 180-day commencement deadlines from the date capital lands.
- Register for the state GCC scheme before committing investment where the policy requires it.
- Sign the inter-company agreement and decide on the safe harbour before the first invoice to the parent.