How to Set Up a GCC in India: The Complete 2025 Guide

Most GCCs incorporate as a Private Limited Company (Pvt Ltd) under the Companies Act 2013. This structure offers the clearest separation between the India entity and the foreign parent, clean FDI reporting mechanics, and a well-understood compliance stack. The alternative - a Branch Office or Project Office - requires RBI approval upfront (not just FIRMS portal filing) and exposes the parent to unlimited liability for the branch's obligations.

A Limited Liability Partnership (LLP) is theoretically available to foreign investors but FDI in LLPs is on the government approval route unless the LLP operates in sectors where 100% FDI is already permitted on the automatic route. For IT/ITES, the LLP structure is rarely used because the compliance overhead is similar to a Pvt Ltd but the exit mechanisms are less clean.

If your headcount plan shows fewer than 20 employees in year one and you are not ready to commit to a full entity, an Employer of Record (EOR) arrangement lets you hire Indian employees legally through a third-party entity while you complete the GCC setup in parallel. EOR is a bridge, not a destination.

• Minimum two shareholders and two directors required for a Pvt Ltd; one director must be resident in India (Section 149 Companies Act 2013).
• Authorized share capital minimum INR 1 lakh; paid-up capital can be as low as INR 1.
• Name must include 'Private Limited' and be cleared through MCA's RUN (Reserve Unique Name) portal before SPICe+ filing.
• DIN (Director Identification Number) and DSC (Digital Signature Certificate) required for every proposed director before incorporation.

SPICe+ (Simplified Proforma for Incorporating Company electronically) is the single-window MCA21 form that combines name reservation, DIN allotment, PAN, TAN, GST registration, EPFO/ESIC registration, and bank account opening in one application. Filed on the MCA21 portal, a correctly prepared SPICe+ application is processed in 3-5 working days by the jurisdictional ROC.

You will need a foreign parent board resolution authorizing the subsidiary incorporation, apostille-attested identity and address documents for all directors and shareholders, a registered office address with proof of use (utility bill or NOC from property owner), and Memorandum and Articles of Association drafted to reflect the intended business activity.

The ROC certificate of incorporation carries a Corporate Identity Number (CIN). From that date forward, the 30-day FC-GPR clock for FDI reporting starts running the moment remittance hits the Indian bank account.

Once the parent remits the initial share capital to the Indian entity's bank account, the India company must file FC-GPR (Foreign Currency Gross Provisional Return) on the RBI FIRMS portal within 30 days of share allotment. This reports the amount received, the number of shares allotted, and the valuation basis.

From the second year onward, the company must file the Annual FLA (Foreign Liabilities and Assets) return on the FLAIR portal by 15 July each year, disclosing the outstanding FDI stock and any loans from the parent. Missing either filing attracts compounding under Section 15 of FEMA.

If the parent intends to fund the India GCC through a loan rather than equity, the External Commercial Borrowing (ECB) framework applies, with different maturity, end-use, and pricing restrictions than equity FDI. Most GCCs use equity for initial capitalization to avoid ECB complexity.

GST registration must be obtained if the entity will supply services (including intra-group services to the parent). For an IT/ITES GCC exporting services to a foreign parent, the supply is a zero-rated export and GST is not charged, but a GSTIN is still required to claim input tax credit on vendor invoices and to be eligible for export refunds.

EPFO registration is mandatory before paying the first salary to any employee. The employer contributes 12% of basic wages to the Employees' Provident Fund; the employee also contributes 12%. Contributions are due by the 15th of the following month. ESIC registration applies to establishments with 10 or more employees; employer contributes 3.25% of gross wages, employee 0.75%, due by the 21st of the following month.

Professional Tax registration is state-level. In Maharashtra, the maximum is INR 2,500 per year per employee; in Karnataka, INR 2,400 per year. Some states have no professional tax. The Shops and Establishments Act registration (also state-level) must be obtained within 30 days of commencing business.

Week 1-2: Board resolution by parent, document apostille/notarization for foreign directors, DIN and DSC procurement for directors. Week 3-4: SPICe+ filing, ROC certificate of incorporation (3-5 working days after filing), bank account opening (2-3 weeks), first capital remittance.

Week 5-6: FC-GPR filing on FIRMS portal, GST registration application (15 days for approval), Shops Act registration. Week 7-8: EPFO and ESIC registration, PF trust setup if opting for exempted trust, professional tax registration.

Week 9-16: First hire, payroll infrastructure setup, transfer pricing documentation drafting, office lease execution. A realistic date for having the first employee on payroll is 90-120 days from the parent board decision date.