Setup: choose the structure

Which Structure Should a Singapore Company Use in India? Subsidiary, Branch, Liaison Office, LLP, GIFT City or Employer of Record

By Abhishek Jaiin, Chartered Accountant (ICAI membership no. 544646), AU Corporate · Last updated 21 October 2026

Short answer

Most Singapore companies enter India through a wholly owned private limited company, because it limits liability, can hire and invoice freely and is taxed at domestic corporate rates. A branch or liaison office needs RBI approval and a track record, a limited liability partnership suits some professional or investment cases, a GIFT City unit suits financial firms serving non-residents, and an Employer of Record fits a first hire. The right answer depends on whether you sell in India, deliver from India, or manage money from India.

← Back to the complete guide: How to Set Up a Subsidiary in India from Singapore

Key facts

Wholly owned subsidiaryPrivate limited company; 100% foreign ownership in most sectors under the Automatic Route
Branch officeRBI approval; net worth of the Singapore company at least USD 100,000 and a profit record for the last five years
Liaison officeRBI approval; net worth at least USD 50,000 and a profit record for the last three years; no income-earning activity
Project officeFor a specific contract won in India; usually set up without prior approval if conditions are met
LLPAllowed with foreign investment in sectors where 100% FDI is on the Automatic Route and no performance-linked conditions apply
GIFT City IFSC unitFor financial services and some related services to non-residents, under IFSCA rules
Employer of RecordThird party employs your people in India; no entity required, not a long-term replacement

The options side by side

StructureBest forMain limitsTax outcome in India
Wholly owned subsidiarySales, product development, support, captive teamsTwo directors (one resident), audit, ROC and RBI complianceTaxed as an Indian company at domestic rates
Branch officeThe parent's own consultancy, trade or IT activityRBI approval; track-record tests; parent is directly liableTaxed as a foreign company at 35% plus surcharge and cess
Liaison officeMarket research and liaison onlyNo commercial activity, no invoicing; funded from SingaporeNo income; can still raise PE questions if it over-reaches
LLPProfessional services, some investment vehiclesFDI conditions; fewer public forms; partner rolesTaxed as an LLP at domestic rates; Singapore side needs review
GIFT City IFSC unitFund management, fintech, treasury, shipping finance and similarIFSCA licensing; business with non-residents and units in the IFSCIFSC tax incentives for qualifying units; FEMA rules differ
Employer of RecordA pilot with one to ten staffThe EOR is the legal employer; limited control; cost per headEOR bears payroll tax; PE risk remains if your staff conclude contracts

Choosing by business model

  • Sell to Indian customers: a subsidiary. Customers expect an Indian invoice with GST, and an Indian entity can sign contracts and hold licences.
  • Deliver services to Singapore or the region from India: a subsidiary, usually priced on a cost-plus basis and treated as an export of services. See Global Capability Centres.
  • Explore the market first: a liaison office or an EOR pilot, with a plan to convert to a subsidiary at a defined point.
  • Manage funds or run financial services: look at a GIFT City unit. Singapore financial groups already know the model, and the SGX Nifty product was migrated to the exchange in GIFT City in July 2023 as GIFT Nifty.
  • Hold several Asian businesses: consider whether a Singapore holding company should own the Indian shares. See Using a Singapore holding company for India.

Why a private limited company is the default

  • Limited liability for the Singapore parent, except where the parent gives guarantees or directs the business.
  • Free to hire, invoice with GST, open bank accounts and own property.
  • Dividend repatriation is a clear, documented route under FEMA and the treaty.
  • Share capital can be raised in stages, with FC-GPR filed for each issue.
  • Easier to sell, restructure or wind up than a branch.

Branch and liaison office: when they make sense

A branch lets the Singapore company carry on its own activity in India, such as consultancy, research or trading, but profits are taxed as a foreign company and the parent is directly liable for its debts. A liaison office can only liaise: it cannot earn income, and its costs are met by remittances from Singapore. Both need prior RBI approval through an authorised dealer bank, with the net worth and track-record tests listed above, and both file annual activity certificates.

Permanent establishment. A liaison office that starts negotiating or signing contracts becomes, in effect, a permanent establishment. Keep its remit documented and monitor staff behaviour.

LLP and GIFT City

An Indian LLP offers flexible governance and lighter filings than a company, and it can receive foreign investment where the sector allows 100% FDI through the Automatic Route with no performance-linked conditions. The Singapore side should check how its tax authority treats an LLP, because a foreign LLP may be treated as a company or as a transparent entity depending on the facts.

A unit in the GIFT City International Financial Services Centre is regulated by the IFSCA and serves non-residents and other IFSC units in foreign currency. The regime, the tax holiday and the FEMA treatment differ from onshore India, so take specific advice before using it for anything other than financial services.

Official sources

Check the rules at the primary sources: Income Tax Department (India), Reserve Bank of India, Ministry of Corporate Affairs, IRAS, ACRA and the Singapore Academy of Law (apostilles).

Frequently asked questions

What is the best way for a Singapore company to enter India?

For most, a wholly owned private limited company. Branches and liaison offices need RBI approval and track records. An EOR suits a first hire, and a GIFT City unit suits financial services.

What net worth does a Singapore company need for an Indian branch office?

A net worth of at least USD 100,000 and a profit record in each of the last five years. For a liaison office the tests are USD 50,000 and three years.

Can a liaison office earn income in India?

No. A liaison office can only liaise. It cannot invoice or earn income, and its costs are met from remittances from the parent.

Can a Singapore company use an Indian LLP?

Yes, where the sector allows 100% FDI under the Automatic Route without performance-linked conditions. The tax treatment in Singapore needs separate review.

When should a Singapore company consider GIFT City?

When the business is financial services, fund management, fintech or related, and serves non-resident clients or other IFSC units. It is not a substitute for an onshore subsidiary for general trading.

Can a Singapore parent use an Employer of Record to start?

Yes, for a first few hires. The EOR is the legal employer, so control is limited, and your staff in India can still create a permanent establishment if they conclude contracts.

See all 143 FAQs →Plain answers on incorporation, FEMA, tax, hiring and exit.

Sources

← Back to the complete guide

Last updated 21 October 2026. General information only, not legal or tax advice. Indian and Singapore rules change often; confirm current requirements before acting.

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