Author: Manu Rao | Updated: March 2026
At a Glance
| Indian Diaspora in Myanmar | ~2,002,660 (2 million PIOs + 2,660 NRIs), approximately 4% of Myanmar's population, concentrated in Yangon and Mandalay |
| FDI Route | Government approval required for ALL FDI (Press Note 3 — Myanmar borders India). Exception: up to 10% non-controlling stakes via automatic route per March 2026 amendment. |
| DTAA | Yes (signed 2008) — 5% dividends, 10% interest, 10% royalties |
| Document Authentication | Embassy attestation (Myanmar is NOT a Hague Convention member — no apostille available) |
| Realistic Timeline | 10-16 weeks (government approval adds 4-8 weeks) |
| Currency | MMK (Myanmar Kyat) |
Why Myanmar Investors Are Setting Up Companies in India
India and Myanmar share a 1,643-km unfenced border spanning four northeastern Indian states — Arunachal Pradesh, Nagaland, Manipur, and Mizoram. Bilateral trade reached USD 2.15 billion in FY 2024-25, a 24% increase from USD 1.74 billion the previous year. India is now Myanmar's 4th largest trading partner, up from 7th the year before.
The trade composition tells an important story. Myanmar exported USD 1.53 billion to India, dominated by pulses (USD 1.3 billion — critical for India's food security). India exported USD 614 million to Myanmar, led by pharmaceutical products (USD 183.73 million), machinery, and iron and steel products. Both governments have set a bilateral trade target of USD 5 billion.
The Indian diaspora in Myanmar is one of the largest globally — approximately 2 million Persons of Indian Origin (PIOs) and 2,660 NRIs, making it the 6th largest Indian community worldwide. Indian presence is particularly strong in Yangon and Mandalay, with deep roots in commerce, trade, and professional services. This diaspora dates back to the British colonial era when Myanmar (then Burma) and India were administered together.
Myanmar is a member of ASEAN, and the ASEAN-India FTA in Goods (effective January 2010) and the ASEAN-India Investment Agreement (signed November 2014 in Nay Pyi Taw, effective July 2015) govern trade and investment flows. India and Myanmar also have a bilateral India-Myanmar DTAA (signed 2008) and border trade agreements covering two operational trade points: Moreh (Manipur)-Tamu (Myanmar) and Zokhawthar (Mizoram)-Rih (Myanmar).
However, Myanmar's ongoing political instability since the February 2021 military coup has significantly dampened investment flows in both directions. Myanmar's total FDI approvals fell to just USD 690 million across all countries in FY 2024-25. Despite this, the large diaspora and deep economic ties mean India remains an important market for Myanmar-origin businesses and investors.
Key sectors for Myanmar-India economic engagement include agricultural trade (pulses, rice), pharmaceuticals, energy (oil and gas exploration), construction, and border trade and logistics.
Press Note 3: The Regulation Every Myanmar Investor Must Navigate
Myanmar shares a land border with India. This triggers Press Note 3 (2020) for every Myanmar investor — no exceptions for amounts above 10%.
Issued by DPIIT on 22 April 2020, Press Note 3 mandates that any entity from a country sharing a land border with India — China, Bangladesh, Pakistan, Nepal, Myanmar, Bhutan, and Afghanistan — must obtain prior government approval for all foreign direct investment, regardless of sector or amount. This applies even to sectors where 100% FDI is otherwise permitted through the automatic route.
The beneficial ownership clause is critical. If the beneficial owner of an investing entity is a citizen of or situated in Myanmar, the government approval route applies — even if the investment is routed through a third country like Singapore or Thailand.
The original rationale for Press Note 3 was to prevent opportunistic acquisitions during the COVID-19 pandemic, primarily targeting Chinese investment. But the regulation applies equally to all seven bordering countries, including Myanmar.
The March 2026 Amendment: Press Note 2 (2026), issued on 15 March 2026, relaxes the restriction for minority investments. Investors from land-border countries can now hold up to 10% non-controlling stakes through the automatic route, subject to sectoral caps and reporting to DPIIT. For investments above 10% or those conferring control, the government approval requirement remains. Additionally, investments in specified manufacturing sectors (capital goods, electronics, polysilicon, batteries, rare earth) benefit from a 60-day fast-track approval process.
For Myanmar investors: the government approval process adds 4-8 weeks to the incorporation timeline. File your application on the Foreign Investment Facilitation Portal (fifp.gov.in) with a detailed investment plan and source-of-funds documentation.
Choose Your Entity Type
Four main options exist for Myanmar investors entering India.
Private Limited Company — the most common choice. Requires at least two directors (one must be an Indian resident who stayed 182+ days in India during the financial year). Allows 100% FDI subject to government approval under Press Note 3. Full limited liability. Mandatory statutory audit. For Myanmar-origin businesses in pharmaceuticals, trade, or manufacturing, this is the standard structure.
Limited Liability Partnership (LLP) — lighter compliance, no mandatory audit below certain thresholds. FDI in LLPs is permitted only under the automatic route for sectors allowing 100% FDI. Since Press Note 3 moves Myanmar investors to the government route, additional approvals are needed for LLP formation. The designated partner must have stayed in India for 182 or more days.
Branch Office — approved by RBI under FEMA regulations. Can carry out parent company activities. Profits taxable in India. RBI approval required, and Press Note 3 scrutiny applies.
Liaison Office — most restricted. Cannot earn income in India. Limited to market research, communication, and promotional activities. RBI permission for 3 years, renewable. For Myanmar businesses exploring the Indian market before committing capital.
FDI Route and Sector Rules
Myanmar shares a land border with India. Press Note 3 applies to every Myanmar investor above the 10% threshold.
Government Approval Route (mandatory above 10%): All FDI from Myanmar requires prior government approval via the Foreign Investment Facilitation Portal (FIFP). Applications are routed to the concerned administrative ministry for review. Processing takes 4-8 weeks, with a 60-day fast-track for specified manufacturing sectors.
Automatic Route (under 10% only): Per the March 2026 amendment, Myanmar investors can hold non-controlling stakes up to 10% without government approval, subject to reporting to DPIIT and compliance with sectoral caps.
Sectors allowing 100% FDI (with government approval for Myanmar investors) include IT and software, manufacturing, food processing, pharmaceuticals, renewable energy, single-brand retail (up to 100%), healthcare, and construction-development (townships).
Prohibited sectors remain off-limits regardless of origin: atomic energy, lottery, gambling, chit funds, Nidhi companies, tobacco manufacturing, and real estate (with exceptions for townships).
Step-by-Step Registration Process
The process for Myanmar investors includes the mandatory government approval step under Press Note 3.
Choose entity type and state of registration. Myanmar investors often register in the northeastern states (Manipur, Mizoram, Nagaland) for border trade operations, or in Delhi-NCR, Maharashtra, or Karnataka for broader market access.
Obtain a Digital Signature Certificate (DSC). Takes 1-3 days. The Myanmar director applies through a licensed Certifying Authority in India using their passport.
Apply for Director Identification Number (DIN). Bundled into the SPICe+ form. No separate application needed.
Reserve the company name via RUN (Reserve Unique Name). 1-4 days. File two name choices.
Apply for government approval via FIFP. File the application on the Foreign Investment Facilitation Portal. Prepare a detailed investment plan, source-of-funds documentation, business rationale, and details of the Myanmar investing entity and its beneficial owners. Processing takes 4-8 weeks. For specified manufacturing sectors, the 60-day fast-track applies.
Prepare documents. MOA, AOA, director declarations, consent forms. Myanmar director documents must be notarized in Myanmar.
Get documents attested at the Embassy of India in Yangon. Myanmar is NOT a member of the Hague Convention. Apostille is not available. Documents must undergo embassy attestation: (a) notarize with a Myanmar notary public, (b) authenticate at Myanmar's Ministry of Foreign Affairs, (c) get attested at the Embassy of India in Yangon. This takes 1-2 weeks.
File SPICe+ incorporation application with MCA. Covers incorporation, DIN allotment, PAN, TAN, EPFO, ESIC, and bank account opening request. Processing: 5-15 working days. Attach the government approval letter from Step 5.
Receive Certificate of Incorporation. Comes with PAN and TAN. File FC-GPR within 30 days of share allotment.
Document Checklist for Myanmar Investors
For the director or shareholder based in Myanmar:
- Passport (color scan, all pages)
- Address proof — utility bill or bank statement not older than 2 months
- Passport-size photograph
- Board resolution from Myanmar parent company authorizing India investment (if applicable)
- Certificate of Registration of Myanmar parent company (embassy attested)
- Memorandum and Articles of the Myanmar company (embassy attested)
- Bank statement showing source of funds
- Government approval letter from DPIIT/FIFP (for investments above 10%)
- Investment plan and business rationale document
Embassy attestation process: Myanmar notary → Myanmar Ministry of Foreign Affairs → Embassy of India, Yangon (545-547 Merchant Street, Kyauktada Township). Budget 1-2 weeks for the full process.
Common challenges: Myanmar's banking system is under international sanctions, which complicates source-of-funds documentation. Work with your advisor to ensure banking documentation meets RBI requirements.
DTAA Tax Rates: India-Myanmar
The India-Myanmar DTAA was signed in 2008 and is currently in force. Here are the applicable withholding tax rates:
| Income Type | DTAA Rate | Without Treaty |
|---|---|---|
| Dividends | 5% | 20% |
| Interest | 10% | 20% |
| Royalties | 10% | 20% |
| Fees for Technical Services | No separate provision (taxed as business profits or domestic rate) | 20% |
| Capital Gains | Taxable in source country per domestic law | Domestic rates apply |
To claim treaty benefits, the Myanmar entity must obtain a Tax Residency Certificate (TRC) from Myanmar's Internal Revenue Department. The DTAA eliminates double taxation via the credit method.
Notable: The India-Myanmar DTAA offers one of the lowest dividend withholding rates (5%) among India's treaties — significantly better than the 20% domestic rate. However, the DTAA does not contain a specific article for Fees for Technical Services (FTS). Such payments are taxed either as business profits (if a permanent establishment exists in India) or at domestic withholding rates.
Realistic Timeline
Total: 10-16 weeks from start to operating status. Here is the honest breakdown.
- DSC + DIN: 1-3 days
- Name reservation: 1-4 days
- Government approval via FIFP: 4-8 weeks (the main bottleneck)
- Document preparation + embassy attestation in Myanmar: 2-3 weeks
- SPICe+ filing to Certificate of Incorporation: 5-15 working days
- Bank account opening: 3-5 weeks (enhanced KYC for foreign-owned entities from bordering countries, plus additional scrutiny due to Myanmar sanctions)
- GST registration (if needed): 1-3 weeks
Myanmar investors face additional delays compared to most countries. The government approval process under Press Note 3 and the embassy attestation (no apostille available) add 6-11 weeks. Banking complications due to international sanctions on Myanmar's financial system can further extend the bank account opening timeline.
Post-Registration Compliance
Compliance obligations begin immediately after incorporation.
- FC-GPR filing with RBI — within 30 days of share allotment. Mandatory under FEMA. Subject to heightened scrutiny for bordering-country investors.
- Board meetings — 4 per year for a Private Limited company. First meeting within 30 days of incorporation.
- Annual General Meeting — by September 30 each year.
- AOC-4 filing — financial statements filed with MCA within 30 days of the AGM.
- MGT-7 annual return — filed within 60 days of the AGM.
- Statutory audit — mandatory every year, regardless of turnover.
- Income tax return — due by October 31 for companies requiring transfer pricing audit.
- GST returns — monthly or quarterly if registered.
- Transfer pricing documentation — required for all related-party transactions between Myanmar parent and Indian subsidiary.
Bank Account Opening
Plan for 3-5 weeks. Myanmar-backed companies face some of the strictest KYC procedures.
International sanctions on Myanmar's financial system complicate banking relationships. The AD bank will require extensive FATCA/CRS declarations, thorough verification of the beneficial ownership chain, and detailed source-of-funds documentation.
Some Indian banks may be cautious about accounts linked to Myanmar entities due to compliance concerns. HDFC Bank, ICICI Bank, and SBI's international division have the infrastructure to handle such accounts, but expect additional documentation requests.
Important: Ensure that the source of initial capital is routed through compliant banking channels. Informal remittance channels or cash-based transfers will not be accepted.
Profit Repatriation
Repatriating profits to Myanmar requires FEMA compliance and careful planning given the DTAA benefits available.
Dividends — the most tax-efficient method. Only 5% WHT under the India-Myanmar DTAA — one of the lowest treaty rates India offers. Process: declare dividend, deduct TDS, issue Form 16A, obtain CA certificate (Form 15CB), file Form 15CA, instruct AD bank to remit.
Interest — 10% WHT under the DTAA. Requires a proper loan agreement and arm's-length documentation.
Royalties — 10% WHT under the DTAA. Requires intercompany agreements and transfer pricing compliance.
Share buyback — taxed as additional income in the hands of the company.
Practical challenge: Myanmar's banking system limitations may complicate inward remittances. Work with your AD bank to identify compliant remittance channels to Myanmar.
Exit Strategy
Two primary options exist for winding down Indian operations.
Strike-off under Section 248 of the Companies Act, 2013 — for dormant companies with no assets or liabilities. File STK-2 with MCA. Takes 3-6 months. Requires nil tax liabilities and closed bank accounts.
Voluntary liquidation under the Insolvency and Bankruptcy Code, 2016 — for active companies. Special resolution, appointment of liquidator, completion within 12 months (extendable).
Repatriation of exit proceeds to Myanmar requires RBI compliance and may face additional banking channel challenges.
How Beacon Filing Helps
We handle the complete India entry process for investors from Myanmar — including Press Note 3 government approval, embassy attestation coordination, and banking compliance.
- FDI advisory and Press Note 3 compliance — FIFP application, government approval navigation, sector analysis, and RBI compliance
- Resident Director services — qualified Indian resident director meeting the 182-day requirement
- Company setup and incorporation — SPICe+ filing, DSC, DIN, name reservation, embassy attestation coordination
- DTAA and tax advisory — treaty benefit structuring (5% dividend WHT), TRC guidance, transfer pricing
- Accounting and statutory audit — bookkeeping, financial statements, ROC filings, GST returns
Related Country Guides
Setting up from a different country? These guides cover similar territory:
- Register a Company in India from Bangladesh
- Register a Company in India from Thailand
- Register a Company in India from Vietnam
- Register a Company in India from Indonesia
- Register a Company in India from China
- Register a Company in India from Singapore
Get in Touch
Setting up an Indian company from Myanmar? We understand the Press Note 3 process and the unique challenges Myanmar investors face — from government approval to banking compliance.
WhatsApp: +91 874 501 3644 | Email: [email protected]
Frequently Asked Questions
- Press Note 3 (2020): Government approval mandatory for all FDI from Myanmar above 10% (land-bordering country). Applies even when the beneficial owner is from Myanmar, regardless of investing entity's jurisdiction. March 2026 amendment allows up to 10% non-controlling stakes via automatic route.
- Press Note 2 (2026): Relaxes Press Note 3 for minority investments up to 10%. Introduces 60-day fast-track approval for specified manufacturing sectors.
- India-Myanmar DTAA (2008): Covers dividends (5%), interest (10%), royalties (10%). No FTS provision. One of India's most favorable dividend WHT rates.
- ASEAN-India Investment Agreement (2014/2015): Provides investment protection including fair and equitable treatment, non-discriminatory expropriation compensation. Signed in Nay Pyi Taw, effective July 2015.
- ASEAN-India FTA in Goods (2010): Tariff preferences on goods traded between ASEAN members (including Myanmar) and India.
- Border Trade Agreement (1994): Two operational trade points: Moreh-Tamu and Zokhawthar-Rih. Trade on 62 specified items. Part of India's Act East Policy.
Indian Embassy / Consulates
Embassy of India, 545-547 Merchant Street, Kyauktada Township, Yangon, Myanmar. Phone: +95-1-8388412, +95-1-8243972. Email: [email protected]
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