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For foreign companies looking to establish a presence in India, understanding the Significant Beneficial Ownership (SBO) Rules and the company incorporation process in India is an important first step. Once the subsidiary is incorporated, the foreign parent must also consider India’s corporate disclosure and transparency requirements, including the rules relating to beneficial ownership and Significant Beneficial Owners (SBOs).  Under the Companies Act, 2013, the Indian regulatory framework looks beyond the name appearing on the Indian subsidiary’s register of members. Where the shares are held through a foreign parent or another corporate entity, the ultimate natural persons who hold or control the relevant interest may also need to be identified and disclosed.  This makes SBO compliance particularly relevant for foreign-owned Indian subsidiaries, especially where the ownership structure involves multiple entities, holding companies, trusts, investment vehicles or other intermediate entities.   What is Beneficial Ownership?  The Companies Act, 2013 distinguishes between the registered owner of shares and the person who ultimately enjoys the benefits or rights attached to those shares.  Section 89 addresses beneficial interest in shares. Beneficial interest can include, directly or indirectly, through a contract, arrangement or otherwise, the right or entitlement to exercise rights attached to shares or to receive or participate in dividends or other distributions.  For example, an Indian subsidiary may have a foreign company as its registered shareholder. Although the foreign company is the registered member, the ownership structure may ultimately lead to one or more individuals who exercise ownership or control over the foreign parent and, indirectly, over the Indian subsidiary.  This is where the Significant Beneficial Owner framework under Section 90 becomes relevant.  What is a Significant Beneficial Owner (SBO)?  Under Section 90 of the Companies Act, 2013, read with the Companies (Significant Beneficial Owners) Rules, 2018, an SBO is essentially an individual who has significant beneficial ownership or control in an Indian reporting company but whose name is not entered in the company’s register of members as the holder of those shares.  The prescribed threshold under the SBO Rules is generally 10% or more, rather than the 25% threshold appearing in the enabling language of Section 90. The Rules also cover certain forms of significant influence or control.  An individual may qualify as an SBO where the individual, acting alone or together with others, holds the prescribed rights or entitlements indirectly, or through a combination of direct and indirect holdings, subject to the conditions specified under the SBO Rules.  Holds not less than 10% of the shares;  Holds not less than 10% of the voting rights;  Has the right to receive or participate in at least 10% of the distributable dividend or other distribution in a financial year; or  Has the right to exercise, or actually exercises, significant influence or control through means other than direct shareholding.  Importantly, the SBO is an individual or natural person, not simply the foreign parent company appearing on the Indian subsidiary’s share register.  How Does This Apply to a Foreign Parent?  Consider a simple structure:                                                                                                                         Individual A → Foreign Parent Co. → Indian Subsidiary  Suppose Foreign Parent Co. owns 100% of the Indian subsidiary.  Foreign Parent Co. is the registered shareholder of the Indian subsidiary. However, the Indian subsidiary may need to examine the ownership and control structure of Foreign Parent Co. to determine whether an individual qualifies as an SBO.  Where an Indian subsidiary is owned by a foreign corporate shareholder, the identification of an SBO requires examining the indirect ownership rules prescribed under the Companies (Significant Beneficial Owners) Rules, 2018, as amended. In the case of a corporate shareholder, an individual may be considered to hold an indirect interest where that individual holds a majority stake in the corporate shareholder or its ultimate holding company. The applicable SBO assessment must also consider the prescribed thresholds for ownership interests in the Indian reporting company and any rights relating to significant influence or control.  Therefore, foreign parent ownership should not automatically be treated as the end point of the analysis.  The Indian subsidiary should examine the ownership chain to determine the relevant SBOs. Individuals who meet the applicable conditions under the SBO Rules may be required to make the prescribed declaration.  If no natural person can be identified under the applicable ownership or control tests, the Rules provide for identification of the relevant senior managing official in specified circumstances.  Direct and Indirect Ownership Matter  One of the key features of the SBO framework is that the analysis is not restricted to direct shareholding in the Indian company.  The Rules recognise indirect holdings and ownership through corporate entities, trusts and other structures. For a corporate member, the rules specifically contemplate situations where the relevant individual has a majority stake in the member or its ultimate holding company, subject to the prescribed framework.  This is particularly important for multinational groups because the Indian subsidiary may sit several levels below the ultimate parent.  What Does the Indian Subsidiary Need to Do?  The SBO framework places obligations not only on the individual SBO but also on the Indian reporting company.  Identify potential SBOs The Indian subsidiary is required to take necessary steps to determine whether an individual qualifies as an SBO.  Where a member other than an individual holds 10% or more of the shares, voting rights, or rights to receive or participate in dividends or other distributions, the reporting company must issue a notice seeking the required information. This is done through Form BEN-4.  This is particularly relevant for an Indian subsidiary whose shares are held by a foreign parent.  Obtain the SBO declaration An individual who becomes an SBO or whose SBO particulars change is required to provide the prescribed declaration to the company in Form BEN-1.  Under the applicable rules, the declaration is generally required within 30 days of acquiring significant beneficial ownership or a change in such ownership.  File Form BEN-2 with the Registrar Once the Indian company receives the SBO declaration, it is required to file Form BEN-2 with the Registrar of Companies within 30 days … Read more

India has become one of the most attractive markets for foreign companies looking to build technology, finance, operations, sales and support teams. But hiring an employee in India is not simply a matter of finding the right candidate and transferring salary. Foreign companies hiring in India need to consider employment contracts, Provident Fund (PF), gratuity, Employment State Insurance (ESI) and labour law compliances. The right hiring structure depends on the company’s plans in India, the number of employees, the nature of their work and the level of control the overseas company intends to hold. The main options are hiring through establishing an Indian subsidiary, Employer of Record (EOR) and engaging independent contractors. Can a foreign company hire employees in India directly? A foreign company may want to hire Indian employees without setting up an Indian entity, particularly when it is testing the market or starting with a small team. However, directly employing people in India can create legal, tax and compliance complications. An overseas company needs to consider whether its activities in India could create a taxable presence or permanent establishment, as well as how Indian employment obligations will be handled. The practical issue is that employees working regularly in India cannot simply be treated as overseas employees for all purposes while ignoring Indian employment and payroll requirements. Hiring Through an Indian Subsidiary For foreign companies planning to establish a long-term presence in India, incorporating an Indian subsidiary can be an appropriate option. An Indian subsidiary is generally established as a separate Indian legal entity, commonly in the form of a private limited company, which is owned or controlled by the foreign parent company. Once established, the Indian subsidiary can employ Indian employees directly. The Indian subsidiary would generally need to establish the necessary payroll and statutory compliance systems. Depending on the circumstances, this may include income-tax withholding, Provident Fund, ESI, professional tax and can also provide a clearer legal and operational structure for employees because the employment relationship is directly between the employee and an Indian legal entity. Using an Employer of Record (EOR) An Employer of Record can be an alternative for foreign companies that want to hire employees in India without immediately establishing their own Indian subsidiary. Under this arrangement, the EOR is the formal employer of the individual in India. The EOR enters into the employment agreement with the employee, processes payroll and handles specified statutory and employment-related obligations. The foreign company, meanwhile, generally manages the employee’s day-to-day work and determines the employee’s business responsibilities in accordance with the commercial arrangement between the parties. This model can be particularly useful for a foreign company that wants to hire its first few employees in India, test the Indian market, establish an initial team or begin operations without immediately undertaking the cost and administrative burden of establishing an Indian entity. An EOR can be a useful entry strategy, but it should be selected based on the company’s actual business model rather than simply to avoid establishing an Indian entity. Engaging Independent Contractors in India Foreign companies may also consider engaging professionals in India as independent contractors. This can be suitable where the individual genuinely operates as an independent service provider. An independent contractor generally provides services under a commercial or consultancy agreement rather than an employment agreement. The contractor may be responsible for managing their own work, taxes and business expenses, subject to the terms of the contract and applicable Indian law. However, foreign companies should be cautious about using an independent contractor arrangement simply to avoid employment related obligations. Where the relationship is genuinely contractual, the parties should use a properly drafted consultancy or independent contractor agreement addressing the scope of services, fees, intellectual property, confidentiality, data protection, termination, taxes and other commercial terms. Misclassification can potentially result in claims relating to employment benefits, taxes, statutory benefits and other liabilities. The independent Contractor model can therefore be useful for genuine project based or specialist engagements.   Payroll for Employees in India Once the employment structure has been determined, the foreign company or its Indian employment provider must establish an appropriate payroll process. Indian payroll generally involves calculating gross salary, statutory deductions and income-tax withholding before arriving at the employee’s net salary. Foreign companies should also understand the distinction between Cost to Company, or CTC, and take-home salary. CTC can include employer contributions and benefits.  Consequently, an employee’s annual CTC should not automatically be treated as the amount that the employee will receive in their bank account. Payroll must also account for Tax Deducted at Source, or TDS, where applicable. Employers generally have responsibilities relating to calculating taxable salary, withholding the appropriate amount of tax and depositing the tax with the Indian government within the prescribed timelines. Provident Fund (PF) Provident Fund is an important component of India’s social security framework. Eligible establishments and employees are generally required to participate in the Employees’ Provident Fund system, subject to the applicable statutory conditions. The standard employee and employer contribution is generally calculated at 12% of the relevant wages, subject to the applicable statutory framework and exceptions. Foreign companies should not assume that PF can be ignored merely because an employee receives a high salary. The position can also be particularly important where a foreign national is employed in India. Employees who qualify as International Workers can be subject to specific PF rules that differ from those applicable to ordinary domestic employees. Where PF applies, the employer needs to complete the applicable registration and employee formalities, calculate employee and employer contributions, deduct the employee contribution from salary and ensure that contributions are deposited and reported within the applicable timelines. Employees’ State Insurance (ESI) Employees’ State Insurance provides social security and medical benefits to eligible employees. Whether an employee is covered depends on the applicable statutory requirements, including the employee’s wages and the nature and location of the establishment. Under the current implementation framework, the existing wage threshold of ₹21,000 per month for ESI coverage continues to apply for the … Read more

The Government of India has introduced a significant change to the statutory wage ceiling for mandatory coverage under the Employees’ Provident Fund Organisation (EPFO). The monthly wage ceiling has been increased from ₹15,000 to ₹25,000, effective 17 September 2026, expanding the number of employees who will come within the mandatory social security framework. The revision follows approval by the Union Cabinet and is expected to bring more than 51 lakh additional employees under EPFO coverage. The change is particularly relevant for employers as it may affect employee eligibility, payroll calculations, contribution liabilities, HR systems and statutory compliance processes. What Has Changed in EPFO wage Ceiling The wage ceiling for mandatory EPFO coverage was earlier set at ₹15,000 per month. Under the revised framework, the ceiling has been increased to ₹25,000 per month with effect from 17 September 2026. The wage ceiling had remained at ₹15,000 since September 2014. The key impact is on employees earning between ₹15,000 and ₹25,000 per month, who may now fall within mandatory EPFO coverage, subject to the applicable statutory provisions. Employees joining an establishment at wages above ₹15,000 were previously not automatically brought within mandatory EPFO coverage, subject to the applicable statutory provisions. With the revised ceiling, employees in the ₹15,000–₹25,000 wage band are now brought within the expanded mandatory coverage framework. The Government has stated that the revised ceiling will extend access to the three principal schemes administered by EPFO: Employees’ Provident Fund (EPF) – retirement savings through provident fund contributions. Employees’ Pension Scheme (EPS) – pension-related social security benefits, subject to the applicable scheme provisions. Employees’ Deposit Linked Insurance Scheme (EDLI) – insurance protection linked to EPFO membership, subject to the applicable provisions. The Government expects the change to expand formal social security coverage and strengthen retirement, pension and insurance protection for a wider section of employees. Impact on PF Contributions The revised EPFO wage ceiling can directly affect PF deductions and statutory contributions for employees newly brought under mandatory coverage. Under the standard contribution approach referenced in the communication shared with employees, PF contributions are calculated at 12% of applicable wages, subject to the statutory wage ceiling. Under the earlier ₹15,000 ceiling, the maximum employee contribution on the capped wage base was ₹1,800 per month. With the wage ceiling increased to ₹25,000, the corresponding employee contribution, where calculated on the revised capped wage base at 12%, would be ₹3,000 per month. This represents a potential increase of ₹1,200 per month in the employee’s PF deduction where the revised ceiling applies. The amount would, however, be credited to the employee’s PF account, increasing the employee’s accumulated retirement savings. For employees whose applicable monthly wages are below ₹25,000, contributions would generally continue to be calculated with reference to their actual applicable wages, subject to the relevant statutory and scheme provisions. It is therefore important for employers to identify employees falling within the newly covered wage band and assess the impact on their payroll structures individually. Impact on Employers The revision also has a direct effect on employer statutory liabilities. Where the revised ceiling applies and contributions are calculated on the capped wage base, the employer contribution can increase from a maximum of ₹1,800 to ₹3,000 per employee per month, based on the standard 12% contribution approach. This means employers with a significant number of employees in the ₹15,000–₹25,000 wage bracket may experience an increase in their recurring payroll-related statutory costs. Employers should also review the associated administrative and inspection charges and other applicable statutory components to determine the overall financial impact of the change. The Government has separately indicated that employers should update their payroll and compliance systems and undertake timely statutory reporting following implementation of the revised ceiling. Expanded Social Security Benefits for Employees under the revised wage ceiling The increase in the wage ceiling is not limited to higher PF contributions. It also expands access to the broader social security framework administered by EPFO. Higher Provident Fund Savings Employees who become covered under the revised threshold may have higher monthly PF contributions credited to their accounts, subject to the applicable contribution rules. Over time, this can increase the retirement corpus available to them. Pension Protection Under EPS The revised coverage also extends access to the Employees’ Pension Scheme for newly covered employees, subject to the applicable statutory and scheme provisions. The Government has identified pension protection as one of the key social security benefits associated with the expanded EPFO coverage. Insurance Protection Under EDLI Employees brought under EPFO coverage will also have access to insurance protection under the Employees’ Deposit Linked Insurance Scheme, subject to the applicable provisions. The expanded coverage therefore has implications beyond retirement savings and includes a broader social security component for eligible employees. What Should Employers Do After EPFO Wage Ceiling Increases The revised wage ceiling requires employers to assess both the employee-level impact and the compliance implications. Review Employee Eligibility Employers should identify employees whose applicable wages fall between ₹15,000 and ₹25,000 and determine whether they are required to be brought within mandatory EPFO coverage under the revised provisions. The review should also distinguish between new employees and existing EPFO members, as coverage and contribution treatment may depend on the employee’s circumstances and the applicable scheme provisions. Update Payroll Systems Payroll software and internal salary calculations should be reviewed to ensure that the revised ceiling is appropriately reflected from the applicable effective date. Employers should also assess the effect on: Employee PF deductions Employer contributions Net take-home salary Payroll cost Applicable administrative charges Monthly statutory reporting Review Employee Communication Employees affected by the change may see an increase in their monthly PF deduction where contributions are calculated on the revised wage ceiling. Employers should therefore communicate the change clearly, explaining that the additional deduction represents increased retirement savings rather than a reduction in the underlying entitlement. Ensure Statutory Compliance Employers should ensure that employee enrolment, contribution calculations and Electronic Challan-cum-Returns (ECR) filings are updated in accordance with the revised requirements. EPFO communications have specifically highlighted the … Read more

For a foreign company planning to establish a presence in India, incorporating an Indian entity is only the beginning. Where the proposed Indian entity will have foreign ownership or receive funds from a non-resident investor, the transaction also needs to be structured and managed in accordance with India’s foreign exchange regulations. The Foreign Exchange Management Act, 1999 (FEMA) provides the overarching framework for regulating foreign exchange transactions in India. For foreign investment into an Indian company or Limited Liability Partnership (LLP), the FEMA framework operates through the Foreign Exchange Management (Non-Debt Instruments) Rules, 2019, the relevant RBI regulations and directions, and applicable foreign direct investment (FDI) policy. The RBI’s reporting framework has also been amended periodically, including amendments in 2025 and 2026. To whom FEMA is applicable FEMA applies to business or individual involved in foreign exchange transactions or cross border financial dealings – Indian businesses receiving Foreign direct investments or making investments abroad. Indian residents sending money abroad for investments, education, travel etc Foreign companies operating in India through a branch office, liaison office, project office. Any branch, agency, or office located outside India that is owned or controlled by a person resident in India Non-Resident Indians (NRIs) and Overseas Citizens of India (OCIs) when they engage in transactions involving Indian assets, such as buying real estate, or making cross-border remittances. FEMA applies when individuals or entities engage in transactions involving foreign exchange, foreign securities, or cross-border payments, with timing for individuals depending on a residential status of more than 182 days of physical presence in India during the preceding financial year. For businesses, FEMA applies from the exact moment an enterprise engages in any cross-border commercial transaction, which includes exporting services, importing goods, raising foreign capital, or establishing overseas branches. For a foreign company entering India, FEMA compliance can broadly be viewed as a lifecycle covering entry, investment, ongoing operations, reporting and eventual exit. 1. Start with the proposed India structure The first FEMA consideration is determining the appropriate form of presence in India. A foreign business may consider an Indian private limited company, LLP, branch office, liaison office or project office, depending on the nature of its proposed activities and commercial objectives. The FEMA implications can differ depending on the structure selected. Where the proposed structure involves foreign investment, it is important to assess the applicable FDI policy, sectoral restrictions, investment limits, entry routes and sector-specific conditions before the investment is made. For certain sectors, foreign investment may be permitted under the automatic route, while other sectors or specific circumstances may require prior government approval. The proposed business activities should therefore be reviewed at the outset rather than after incorporation. 2. Assess the foreign investment before bringing in funds Once an Indian company has been selected as the entry vehicle, the proposed investment needs to be examined from a FEMA perspective. This includes determining: Who will be investing in the Indian entity; The proposed percentage of foreign ownership; The nature and amount of the proposed investment; Whether the sector permits foreign investment and under which route; Whether any sector-specific conditions apply; and Whether any government approval or additional regulatory requirements are applicable. This assessment is particularly important because the permissibility of foreign investment depends not only on the percentage of foreign ownership but also on the sector and nature of business activities. 3. Bringing the initial capital into India Once the structure and investment route have been established, the foreign investor can fund the Indian entity in accordance with the applicable FEMA requirements. For equity investment, the consideration is generally required to be received through permitted banking channels or from an account permitted under the FEMA framework. The Indian entity must also comply with the prescribed process for issuing equity instruments to the non-resident investor. This makes coordination between the foreign investor, Indian company, authorised dealer bank and professional advisors important from the beginning. Documentation relating to the remittance, investor, share issuance and valuation should be maintained as part of the company’s FEMA records. 4. Complete the prescribed RBI reporting Receiving foreign investment also triggers specific reporting requirements. One of the key filings is Form FC-GPR (Foreign Currency-Gross Provisional Return). An Indian company issuing equity instruments to a person resident outside India in a transaction that qualifies as FDI is required to report the issue through FC-GPR within the prescribed timeline. Under the current reporting regulations, the filing is generally required within 30 days from the date of issue of the equity instruments. The reporting process requires the company to provide information relating to the investment and supporting documentation. Delays in prescribed FEMA reporting can result in a late submission fee or other consequences, depending on the nature of the reporting requirement and applicable regulations. 5. Keep track of downstream investment FEMA compliance does not necessarily stop with the initial investment. If the Indian company subsequently invests in another Indian entity, the transaction constitute downstream investment and can trigger additional FEMA requirements. This becomes particularly relevant where a foreign-owned or foreign-controlled Indian establishes subsidiaries or invests in other Indian businesses. The ownership and control structure should therefore be reviewed before undertaking investments to determine whether the downstream investment rules and related conditions apply. 6. Manage ongoing FEMA reporting FEMA compliance is an ongoing obligation and not a one-time filing at the time of incorporation. One of the principal annual requirements is the Annual Return on Foreign Liabilities and Assets (FLA). An Indian company or LLP meeting the applicable criteria for foreign investment or overseas investment is required to report its foreign liabilities and assets to the RBI. The FLA return is generally required to be submitted by 15 July each year, based on the prescribed reporting framework. The return captures information relating to the entity’s foreign liabilities and assets and forms part of the RBI’s external sector statistics. Maintaining accurate records throughout the year therefore makes the annual FEMA reporting process significantly easier. 7. Consider FEMA when dealing with the overseas parent For a foreign-owned Indian … Read more

A branch office and a private limited subsidiary occupy fundamentally different positions on the risk and tax spectrum in India. The structural choice a foreign company makes at entry shapes nearly every consequential decision that follows, from applicable tax rates to the scope of legal liability in the event of a dispute. A branch office is legally an extension of its foreign parent, taxed as a foreign company, and restricted to a defined set of permitted activities under Reserve Bank of India (RBI) rules. A private limited subsidiary, by contrast, is a distinct Indian legal entity incorporated under the Companies Act, 2013, taxed at domestic company rates, and authorised to conduct general commercial operations. An eligible domestic company may also elect the concessional rate under Section 115BAA of 22 percent, plus applicable surcharge and cess. These two structures are not minor variations of one another. They represent separate legal categories, and that distinction produces material differences in tax treatment and liability exposure. At India Company Incorporation (ICI), foreign companies are guided through this structural decision before any filing commences. Reversing an incorrect structure after establishment carries considerably greater cost than establishing the right foundation from the outset. This is not primarily a compliance question. It is a liability question, framed by regulatory procedure and statutory requirements. Expert view: “Where a foreign business anticipates substantive operating activity in India, the liability ring-fence of a subsidiary is often the decisive factor, not the tax rate alone” Branch Offices Render the Parent Company Directly Liable A branch office holds no separate legal identity from its foreign parent. Any liability the branch incurs in India attaches directly to the parent company, not to a ring-fenced Indian entity. That liability may arise from: A contract dispute A tax demand A supplier claim No corporate veil exists to rely upon, because a branch is not a separate corporation in India. It is the same company conducting operations from a different address. Foreign exchange regulations further constrain what a branch office may undertake. Manufacturing is generally prohibited, and permitted activities must remain within an approved list, such as export or import trade, research, or acting as a buying or selling agent for the parent. Prior regulatory approval is required before operations may commence. For current readers, this position remains anchored in the FEMA framework and the RBI approval process as it stands in 2026. Readers requiring setup procedures may refer to the site’s branch office registration or RBI approval service page. Private Limited Subsidiaries Insulate the Parent from Indian Liability A private limited subsidiary is a distinct legal person under the Companies Act, 2013. Accordingly, the foreign parent’s exposure is ordinarily limited to the capital invested in the Indian entity. Where the subsidiary faces litigation, a tax dispute, or a failed vendor contract, the claim is directed against the Indian entity’s own assets, not against the parent’s balance sheet in its home jurisdiction. This legal separation is the principal advantage of incorporating a subsidiary rather than establishing a branch. It enables a foreign company to enter the Indian market, engage staff, execute leases, and enter into commercial contracts without exposing its worldwide assets to risk each time an operational decision is made in India. Tax Treatment Differs Because the Two Structures Are Classified as Different Taxpayer Categories The tax differential between a branch and a subsidiary exists because Indian tax law does not treat them as equivalent taxpayer categories. A branch office is assessed under the Income Tax Act as a foreign company on income earned in India. A private limited subsidiary is assessed as a domestic Indian company. Because a branch is classified as a foreign company, it cannot access the concessional regimes available to domestic companies. This distinction affects more than the headline rate. It governs how profits are assessed, how funds may be remitted to the parent, and the extent of tax planning available under Indian law. A domestic company falls under a different part of the Income Tax Act from a foreign company’s Indian branch, and that separation carries significant practical consequences. The 22 percent concessional rate under Section 115BAA, noted above, applies to eligible domestic companies that elect that regime, before applicable surcharge and health and education cess. The base rate for foreign companies under the Income-tax Act, 1961, First Schedule rate structure, is 40 percent, before surcharge and cess. These categories are not interchangeable, which is precisely why the choice of structure carries such material significance. Readers should verify current rates through the Income-tax Department’s published rate schedule. Choosing Between a Branch and a Subsidiary Is a Matter of Purpose, Not Preference The appropriate structure depends on the foreign company’s intended activities in India, not on which option appears more convenient to establish. Several questions tend to resolve the matter: Does the intended activity fall within RBI’s permitted branch categories? Export or import trade, research, and acting as the parent’s buying or selling agent are consistent with branch operations. General commercial activities, manufacturing, or broad service delivery are not. What level of liability exposure is acceptable? A branch places the parent’s own assets at risk for Indian operations. A subsidiary confines that risk to the Indian entity. Does the company intend to raise capital or admit local investors in India? A private limited subsidiary can issue shares and accommodate Indian shareholders. A branch cannot. Is the India presence intended to be narrow and defined, or a substantive long-term operation? Branches serve a limited, specific scope. Subsidiaries are suited to a business structured for growth. Addressing these four questions with precision generally allows the appropriate structure to present itself clearly. Practical Implications for a Foreign Company Entering India A foreign company planning anything beyond a narrow, liaison-style presence in India will generally be better served by a private limited subsidiary. For most operating businesses, the separation of liability alone justifies the additional incorporation step. It prevents business risk incurred in India from reaching the parent’s home-country balance sheet. A branch office … Read more

India offers a large and increasingly diverse market for foreign businesses across sectors such as technology, manufacturing, professional services, financial services, consumer products and infrastructure. However, India market entry for foreign companies requires the business to determine how it intends to operate in India and select an appropriate legal and regulatory structure. Broadly, a foreign company can explore two approaches: Doing business in India without establishing a separate Indian entity, depending on the nature of the activities and applicable tax and regulatory requirements; or Establishing a presence in India through an Indian private limited company or wholly owned subsidiary, branch office, liaison office, project office or, where appropriate, an LLP. The appropriate route depends on the company’s business model, proposed activities, investment plans, sector-specific regulations and the level of presence it intends to establish in India. Accordingly, business setup in India for foreign companies should begin with an assessment of the available India entry options rather than incorporation alone. Can a Foreign Company Do Business in India Without Setting Up an Entity? A foreign company may be able to serve Indian customers from outside India without incorporating an Indian entity. For example, a company may supply goods or provide certain services to customers in India directly from its overseas location. This means a foreign company can, in appropriate circumstances, operate in India without incorporation. However, this approach does not eliminate Indian tax and regulatory considerations. Depending on the nature and scale of activities, issues such as Permanent Establishment (PE), income tax, GST, withholding tax, transfer pricing and other sector-specific requirements may need to be evaluated. This route may be suitable where the company is testing the Indian market, has limited Indian operations or does not require a physical or operational presence in India. For companies planning to build a long-term business presence, however, establishing an appropriate Indian structure can provide greater operational flexibility and a more defined platform for expansion. The choice between operating cross-border and establishing a local entity is therefore a central part of India market entry planning. Business Structures Available to Foreign Companies in India Foreign companies generally consider the following structures when establishing a presence in India: These are the principal entity options for foreign companies in India and should be evaluated against the proposed business model. An Indian private limited company is a separate legal entity incorporated in India and is commonly considered by foreign companies seeking to establish a long-term operating presence. Where applicable FDI rules permit full foreign ownership, the Indian company may also be structured as a wholly owned subsidiary (WOS) of the foreign parent. The Indian company can undertake activities permitted under its constitutional documents and applicable Foreign Direct Investment (FDI) regulations. Subject to the applicable sectoral rules, foreign investors can hold shares in the Indian company. A private limited company may be suitable for companies looking to: Establish a long-term operating presence in India Hire employees and build a local team Enter into contracts with Indian customers and vendors Undertake commercial activities in India Invest in infrastructure, assets or local operations Raise or deploy capital for Indian operations Expand their business across the Indian market As a separate Indian legal entity, the subsidiary can also provide a clearer structure for managing local operations, contracts, employees and compliance. For many foreign investors evaluating foreign company setup in India, an Indian subsidiary or wholly owned subsidiary is therefore a key long-term entry option. 2. Limited Liability Partnership (LLP) An LLP combines elements of a partnership structure with limited liability protection. It may be considered where the proposed business model is better suited to a partnership-based operating structure. Foreign investment in an LLP is subject to applicable FDI regulations and sectoral conditions. Therefore, the suitability of an LLP needs to be evaluated based on the proposed activities and ownership structure. For foreign investors comparing an LLP vs private limited company in India, ownership rules, permitted activities, governance, tax and long-term expansion plans should all be considered. An LLP can be relevant for certain professional services, consulting and other businesses where a flexible management structure is preferred. 3. Branch Office A Branch Office (BO) is an extension of the foreign parent rather than a separate Indian subsidiary. It can undertake only those activities permitted under the applicable regulatory framework. Permitted activities can include certain activities such as export/import, professional or consultancy services, research, technical support and other specified activities, subject to applicable conditions. A Branch Office can therefore be considered where the foreign company wants to conduct specific business activities in India while operating as an extension of the overseas entity. However, because its permitted activities are more restricted than those of an Indian subsidiary, the BO structure needs to be assessed carefully against the company’s intended business model. A branch office vs subsidiary in India comparison should therefore consider permitted activities, legal status, taxation, operational flexibility and the intended duration of the Indian presence. 4. Liaison Office A Liaison Office (LO), also known as a representative office, is primarily intended to facilitate communication between the foreign parent and parties in India. It cannot undertake commercial activities or earn income in India. Its activities are generally limited to functions such as representing the foreign parent, promoting export/import activities, facilitating technical or financial collaborations and acting as a communication channel. This makes a Liaison Office more relevant for companies that want to understand the Indian market, develop relationships and explore opportunities before undertaking commercial operations. In a branch office vs liaison office comparison, the key distinction is that a Liaison Office is limited to liaison and representative functions and cannot carry on income-generating commercial activities in India. 5. Project Office A Project Office (PO) is generally established for executing a specific project in India for which the foreign company has received a contract. Its activities are consequently linked to the execution of that project rather than establishing a general commercial presence. For example, a foreign company awarded an infrastructure, engineering or installation contract in … Read more

A Canadian SaaS company setting up an Indian subsidiary is required to file documentation with the Ministry of Corporate Affairs (MCA) through a consolidated online form known as SPICe+. At least one board director must hold a Director Identification Number (DIN), a permanent identifier issued by the MCA to any individual serving as a director of an Indian company. While most legal advisers convey this much to founders, the precise sequence of documents and procedural steps is frequently left unaddressed. This guide provides a clear and practical account of that process. The incorporation framework is well-established. Thousands of foreign companies complete it each year, and the steps remain consistent regardless of where the parent company is headquartered. Canada does not carry a separate or expedited procedure. The statutory requirements outlined below apply equally to a Toronto-based SaaS founder as they do to one operating from Austin or Singapore. What Does The MCA Actually Require To Incorporate An Indian Subsidiary? The MCA operates through a single consolidated filing called SPICe+ (Simplified Proforma for Incorporating a Company Electronically Plus), which combines name reservation and incorporation into one submission. Part A of the form reserves the company name. Part B addresses incorporation itself, along with linked applications for DIN, the company’s tax registrations (PAN and TAN), its GST number, and its provident fund and employee insurance registrations. Prior to SPICe+, each of these applications had to be submitted separately to different government departments. This consolidation is the principal reason incorporation now proceeds more efficiently than it once did. What previously required 15 to 30 working days before 2020 typically takes 3 to 7 working days under the current framework, once documentation is in order. That reduced timeline, however, applies only once all documents are prepared and verified. For a Canadian parent company, the more time-intensive stage is typically the apostillation of Canadian corporate documents, the official certification process required for documents to be accepted by Indian authorities under international convention. How Long Does It Actually to Incorporate a company From Canada? A realistic timeline for a Canadian SaaS company incorporation runs 3 to 4 weeks from commencement to completion, once apostille requirements for the parent company’s documents are factored in. The total breaks down into the following stages: Digital Signature Certificate and DIN: 3 to 5 working days Name approval through the MCA’s RUN service: 2 to 4 working days Drafting the company’s constitutional documents and filing SPICe+: 5 to 7 working days Certificate of Incorporation issuance: 3 to 5 working days The apostille step is the stage Canadian founders most frequently underestimate. Canadian directors are required to have their identity documents, and in many cases board resolutions from the parent company, apostilled under the Hague Convention before an Indian registrar will accept them. Accounting for this lead time during the initial planning phase avoids unnecessary delays to a projected launch date. Citation detail: India Company Incorporation, 2026 process breakdown for incorporating an Indian subsidiary from Canada. DIN Guide: What Is A DIN, And Who On The Board Actually Needs One? A Director Identification Number, or DIN, is a unique identifier issued by the MCA to any individual seeking to serve as a director of an Indian company. It is obtained by filing Form DIR-3. Every director named on the Indian subsidiary’s board requires one, irrespective of whether they are based in Canada, India, or any other jurisdiction. The DIN is a permanent credential. Once assigned, it remains valid across every Indian company the individual directs throughout their professional career. A Canadian founder who subsequently establishes a second Indian entity is not required to repeat this step for directors who already hold a DIN. One statutory requirement tends to catch Canadian founders off guard more than any other. Under the Companies (Appointment and Qualification of Directors) Rules, at least one director on the board must be a resident of India, defined as an individual who has spent a minimum of 182 days in the country during the preceding calendar year. A board composed entirely of Canada-based directors cannot satisfy this requirement independently. Companies typically address this by appointing a local nominee director, or by having a Canadian founder accumulate the requisite time in India over time. Directors are also required to hold a Class 3 Digital Signature Certificate (DSC) in order to execute filings electronically. These are issued by certifying authorities such as eMudhra, Sify, or Capricorn. The DSC is distinct from the DIN, and both must be obtained before the SPICe+ submission can proceed. What Happens After Incorporation? The Filings That Never Stop Incorporation marks the commencement of a Canadian company’s compliance obligations in India, not the conclusion of them. Once the subsidiary is constituted, several recurring filings come into effect. Once the subsidiary is operational, the following recurring obligations come into effect: Form FC-GPR, filed with the Reserve Bank of India (RBI) within 30 days of allotting shares to the Canadian parent, reporting the foreign investment through RBI’s FIRMS portal. Failure to meet that deadline attracts a late fee, calculated as a base amount plus a percentage of the transaction value for each day of delay, under FEMA’s foreign investment regulations. Annual return (Form MGT-7 or MGT-7A) and financial statements (Form AOC-4), filed annually with the Registrar of Companies. Non-compliance attracts a penalty of ₹100 per day per form, with no upper limit, according to MCA compliance guidance for the 2026 to 2027 financial year. A filing left unaddressed for several months continues to accrue penalties on a daily basis, with no ceiling. Directors’ annual KYC filing. Non-compliance results in the MCA deactivating the director’s DIN, which then requires payment of a ₹5,000 reactivation fee before that individual can execute filings or resolutions. An inactive DIN can effectively suspend board decision-making until the matter is resolved. This is the pattern India Company Incorporation (ICI) observes costing companies the most. Founders treat incorporation as the finish line, then find themselves in breach of a filing obligation several months later because no … Read more

For foreign companies entering the Indian market, GST registration is an important part of establishing a compliant operating structure. The requirement, however, depends on how the foreign business intends to operate in India, whether through an Indian subsidiary, branch or other presence, as a non-resident taxable person, or by supplying certain digital services from outside India. A key consideration for foreign companies establishing an Indian entity is the Permanent Account Number (PAN). PAN is generally required before an Indian entity can proceed with the standard GST registration process. This means that a foreign company planning to establish an Indian subsidiary will typically need to complete the incorporation and PAN process before applying for GST registration. This makes GST registration an important part of the broader India market-entry process rather than a standalone tax registration. Does a foreign company need GST registration in India? GST registration in India is not mandatory for every business solely because it operates in India. The requirement depends primarily on the nature of the business, the type of supplies being made, turnover and the specific provisions applicable to the taxpayer. For domestic businesses, GST registration is generally linked to prescribed turnover thresholds, subject to specified exceptions. However, certain categories are required to register irrespective of turnover. For foreign businesses, GST registration requirements depend on the nature of their supplies, place of supply, and operating model in India. While certain foreign businesses supplying goods or services in India may be required to obtain GST registration, others may be subject to alternative compliance mechanisms, including the reverse charge mechanism applicable to eligible imports of services. Non-resident taxable persons making taxable supplies in India are generally subject to compulsory GST registration under the applicable provisions of the CGST Act. The appropriate GST registration route should therefore be assessed alongside the proposed business structure, place of supply, nature of activities and tax position in India. GST Registration for Domestic Companies: Turnover Threshold For most businesses operating within India, GST registration is governed primarily by an annual aggregate turnover threshold. Under the current rules, a business supplying goods must register once its turnover crosses ₹40 lakh, while a business supplying services must register once it crosses ₹20 lakh, in most states. Certain special category states apply lower thresholds. Below these limits, registration is generally optional, meaning a small business can choose to remain unregistered unless it falls into one of the mandatory categories described below. Turnover is calculated on an aggregate, all-India basis under a single PAN, rather than on a state-by-state basis. A business with operations spread across multiple states must therefore combine its turnover across all such states when determining whether the threshold has been crossed. For foreign companies, however, the turnover threshold should not be considered in isolation. Certain categories of foreign businesses are required to register irrespective of the value of their supplies. Categories Where GST Registration Is Mandatory Regardless of Turnover Even businesses well below the turnover threshold are required to register under GST if they fall into any of the following categories: E-commerce operators and sellers transacting through e-commerce platforms Casual taxable persons undertaking occasional transactions in India Non-resident taxable persons (NRTPs) supplying goods or services in India Businesses required to deduct or collect tax at source under GST Persons making inter-state taxable supplies Agents supplying goods or services on behalf of another registered person Persons liable to pay tax under the reverse charge mechanism Suppliers of online information and database access or retrieval (OIDAR) services from outside India to unregistered recipients in India For these categories, the ₹40 lakh and ₹20 lakh thresholds do not apply, and registration may be compulsory from the outset. Why PAN Is Important for GST Registration For a foreign company planning to establish an Indian subsidiary, obtaining PAN is an important step before GST registration. The sequence generally works as follows: Foreign parent company → Indian entity incorporation → PAN/TAN → GST registration → commencement of relevant business operations and ongoing compliance The Indian company’s PAN is used as part of the GST registration process. Under the GST registration rules, applicants generally declare their PAN when applying through Form GST REG-01, and the PAN is validated against the income-tax database This means that a foreign company cannot simply treat GST registration as the first step in setting up an Indian subsidiary. The underlying Indian entity and its tax registrations need to be established in the appropriate sequence. This is particularly relevant for larger foreign businesses that intend to establish a long-term operating presence in India. Does a Foreign Company Need PAN for GST Registration? Not necessarily. The requirement depends on which GST registration route applies to the foreign business. A foreign company establishing an Indian subsidiary will generally obtain PAN for the Indian company and then proceed with regular GST registration. A foreign business that qualifies as a Non-Resident Taxable Person (NRTP) follows a separate registration process. Under the GST rules, an NRTP applies using Form GST REG-09 and must have an authorised signatory who is resident in India and has a valid PAN. Foreign digital businesses supplying Online Information and Database Access or Retrieval (OIDAR) services from outside India to non-taxable online recipients in India are subject to a specific GST registration and compliance mechanism under Section 14 of the IGST Act, 2017 and Rule 14 of the CGST Rules, 2017. Such suppliers are generally required to register under the simplified registration framework and discharge IGST on the applicable supplies. Therefore, the PAN requirement should be assessed together with the nature of the foreign company’s presence and the applicable GST registration category. GST registration requirement for foreign company The requirements applicable to foreign businesses differ from those applicable to domestic entities. The applicable route depends on the nature of the foreign entity’s presence in India. GST Registration Requirement for Foreign Companies With an Indian Subsidiary A foreign company may establish an Indian subsidiary or operate through another permitted form of presence, depending on its business model and … Read more

The tax and liability differences between a branch office and a subsidiary are structural, not cosmetic. One is a direct extension of the parent, taxed and exposed accordingly. The other is a separate Indian company that ring-fences liability and can access domestic tax treatment unavailable to a branch. Determining the correct structure at the outset avoids the considerably more costly process of restructuring at a later stage. Foreign businesses are strongly encouraged to seek expert guidance before committing to either structure, ensuring regulatory adherence from the point of entry and establishing a subsidiary company or other entity that remains compliant and scalable as their Indian operations develop. A branch office is taxed as a foreign company, while a private limited subsidiary is taxed as an independent Indian domestic company carrying its own separate liability protection. Those distinctions in tax treatment and liability exposure, not the documentation involved in establishing either structure, are what should determine the form a foreign business adopts when entering the Indian market. Conflicting guidance on this point is common, because the two structures address fundamentally different questions. A branch office answers whether a foreign entity can operate in India under its existing legal identity. A private limited subsidiary answers whether that entity requires a separate Indian company capable of raising capital, contracting independently, and containing its exposure. Tax treatment and liability both follow directly from that structural choice. What’s The Core Legal Difference Between A Branch Office And A Subsidiary? A branch office carries no separate legal identity of its own. It is the foreign parent operating in India under a different name, which means the parent bears direct responsibility for whatever the branch undertakes, executes, or owes. A private limited subsidiary, by contrast, is incorporated in India under the Companies Act, 2013, through the Ministry of Corporate Affairs (MCA), as a distinct legal person in its own right. It can own property, initiate or defend legal proceedings, and enter into contracts in its own name. Liability ordinarily remains with the subsidiary, insulating the parent’s broader assets from exposure. That distinction, between an entity that is legally the parent and one that is legally separate from it, is precisely why the tax treatment diverges as well. In practice, this legal separation forms the foundation on which a subsidiary company operates in India as a distinct business entity. How Does India Tax A Branch Office Differently From A Subsidiary? Branch offices are taxed under the foreign company regime, and private limited subsidiaries are taxed as domestic companies. This represents a structurally different framework, not merely a variation in applicable rates. The practical differences break down as follows: – Concessional schemes: Foreign companies, including branch offices, fall outside concessional domestic tax schemes such as Section 115BAA, which are available only to entities incorporated in India. For Assessment Year 2026-27, the Section 115BAA rate remains 22% plus applicable surcharge and health and education cess for eligible domestic companies, while foreign companies continue to be taxed at the rate prescribed under the relevant Finance Act. (Source incometax.gov) – Subsidiary eligibility: A subsidiary company may, subject to prescribed conditions, opt into the lower domestic company tax regime. – Branch eligibility: A branch office cannot opt into that regime, as it was never incorporated in India. – Rate updates: Current rate figures for both categories are revised through each year’s Finance Act, and businesses should confirm the applicable rate for the relevant assessment year rather than relying on figures carried forward from prior filings. Profit repatriation follows a comparable distinction. A subsidiary company distributes profit to its foreign parent as dividends, governed by the Double Taxation Avoidance Agreement (DTAA) between India and the parent’s home jurisdiction. A branch remits profit directly, which is treated under a separate framework. Either route may attract withholding tax, and the applicable rate depends on the specific DTAA in force, a figure best confirmed with a qualified tax advisor prior to repatriation. Which Structure Creates More Liability Exposure For The Foreign Parent? A branch office exposes the foreign parent directly, as the branch and the parent constitute the same legal entity. Any claim brought against the branch in India is, in effect, a claim against the parent company itself. A private limited subsidiary limits that exposure considerably. As a separate legal person, the subsidiary’s debts and legal obligations generally remain with the subsidiary, keeping the parent’s assets beyond the reach of Indian creditors or claimants. Exceptions do exist: courts may, in certain circumstances, disregard that separation and pierce the corporate veil. This consideration often becomes the deciding factor for businesses that have moved beyond the initial market-assessment phase. A liaison presence carries limited risk under either structure. A branch that begins executing large contracts, hiring at scale, or incurring local debt, however, introduces risk the parent may not wish to carry on its own balance sheet. For that reason, many expanding businesses prefer a subsidiary company once operations become substantial. What Approvals Does Each Structure Need? The approval pathway differs substantially between the two options, a distinction that frequently surprises foreign businesses entering India: – Branch office: Requires Reserve Bank of India (RBI) approval under India’s foreign exchange regulations, and is restricted to a defined list of activities under the liaison, branch, or project office categories. – Private limited subsidiary: Incorporated through the MCA under the Companies Act, 2013, with considerably fewer restrictions on permissible activities once registered. – Ongoing compliance: A subsidiary company carries its own company-registry filings, board and secretarial obligations, and statutory audit requirements, all independent of the parent’s home-jurisdiction filings. – Activity scope: A branch office generally cannot undertake full-scale manufacturing or retail trading in the manner a subsidiary can, as its permitted activities are fixed at the approval stage. A branch office may obtain approval more readily for a narrow purpose but becomes difficult to expand once operational. A subsidiary company demands more upfront structuring, yet affords the business the flexibility to grow into new activities without returning to the regulator … Read more

When a foreign company wins a contract that requires an on-ground presence in India, one of the first questions is structural: what type of Indian business structure should actually sign and perform the contract? The three most common options are a Private Limited Company, a Limited Liability Partnership (LLP), and a Branch Office of a foreign parent. Each structure carries different implications for liability, taxation, regulatory requirements, and long-term business flexibility. There is no universally “correct” answer the right choice depends on the nature of the contract, how long the entity needs to operate, how much capital will be repatriated, and how much regulatory friction the parent is willing to absorb. This article walks through how each business structure in India works, where it tends to fit best, and the business registration requirements and trade-offs worth weighing before you commit. 1. Private Limited Company A Private Limited Company, incorporated under the Companies Act, 2013, is a separate legal entity from its shareholders, whether those shareholders are Indian individuals or a foreign parent company For foreign companies considering business registration in India, a Private Limited Company is often the most straightforward structure for establishing a long-term presence and entering into contracts with Indian customers, government bodies, or corporate counterparties. Why it’s often the default choice for foreign companies considering business registration in India Limited liability: Shareholders’ exposure is capped at their share capital, which matters when the contract carries performance risk, warranty obligations, or potential litigation. Lower tax rates:  The corporate tax rate for a private limited company in India is 25% or 30% (excluding surcharge and cess) under the regular tax regime, or a lower concessional rate of 22% or 15% (excluding surcharge or cess) Independent legal identity: The company can contract, own assets, sue and be sued in its own name, insulating the parent from direct exposure under the contract. Familiarity to counterparties: Indian government departments, PSUs, and large corporates are generally most comfortable contracting with a Pvt Ltd company, since the compliance and governance framework is well understood. FDI route: Most sectors allow 100% foreign investment in a Pvt Ltd company through the automatic route, meaning no prior government approval is typically needed (though sector-specific caps and conditions still apply, and these change periodically always check current FDI policy before proceeding). Flexibility for growth: If the contract is the first of several, or if the entity is meant to become a genuine long-term India operation, a Pvt Ltd structure scales more naturally additional contracts, employees, and eventually equity fundraising all fit within this shell. Trade-offs: Higher compliance load: statutory audits, annual filings with the Registrar of Companies, board meeting requirements, and corporate tax at the applicable domestic rate. Profits repatriated as dividends typically attract dividend distribution tax treatment at the shareholder level (rates depend on treaty benefits, if any). Incorporation and ongoing governance take longer to set up than a branch registration in some cases, though in practice Pvt Ltd incorporation in India can now be relatively quick.   2. Limited Liability Partnership (LLP) An LLP, governed by the LLP Act, 2008, is a hybrid: it offers limited liability protection like a company, but with the operational and tax flexibility of a partnership. For businesses evaluating business registration in India options, an LLP can provide a balance between limited liability and operational flexibility, particularly where the proposed activities are service-oriented. Why it can fit: Limited liability with lighter compliance: LLPs are exempt from several company-law formalities no mandatory board meetings, no minimum capital requirement, and generally lighter annual filing obligations compared to a Pvt Ltd company. No dividend distribution tax: Profits can be withdrawn by partners without the additional layer of tax that applies to company dividends, which can make LLPs more tax-efficient for repatriating profits, subject to current rules. Good fit for services and professional contracts: LLPs are commonly used for consulting, professional services, and project-based work where the contracting parties don’t need the full corporate machinery. Trade-offs: FDI restrictions: Foreign investment into LLPs is permitted only in sectors where 100% FDI is allowed under the automatic route and where no performance-linked conditions apply. This rules out LLPs for many sectors that otherwise welcome company-level FDI. Perception and eligibility: Many government tenders, PSU contracts, and larger corporate RFPs require bidders to be a “company” an LLP may be structurally ineligible even if commercially better suited. Conversion friction: Converting an LLP into a Pvt Ltd company later (if the business grows or needs to raise equity capital) is possible but adds cost and procedural steps. Less familiar to some counterparties: Indian public-sector clients in particular may not have templates or precedent for contracting with an LLP.   3. Branch Office A Branch Office is not a separate Indian legal entity it’s an extension of the foreign parent company, permitted to operate in India for specific, RBI-approved activities under FEMA regulations, typically through the Reserve Bank of India / Authorised Dealer bank route. Why companies consider it: No separate incorporation: The branch operates under the foreign parent’s legal identity, which can simplify group-level reporting and avoid setting up a new subsidiary for what may be a single, time-bound contract. Suited to specific, permitted activities: Branch offices are permitted to undertake a limited range of activities, including importing and exporting goods, providing professional or consultancy services, conducting research, and representing the parent company. This structure is therefore well suited to foreign companies seeking to execute a specific contract or project in India without establishing a broader commercial presence. No dilution of ownership or governance structure: Since there’s no separate shareholding to manage, the parent retains direct, undiluted control. Trade-offs: Prior regulatory approval required: Unlike Pvt Ltd company incorporation (largely automatic-route for most sectors), Branch Office registration requires RBI approval, and the parent company generally has to demonstrate a profitable track record and a minimum net worth threshold. This process can take longer and is discretionary. Restricted activities: A branch cannot generally undertake manufacturing or retail trading activities directly, and … Read more