How to Set Up a Project Office in India from Singapore
A Project Office (PO) is a purpose-built establishment that allows a Singaporean company to execute a specific project in India without incorporating a separate legal entity. Unlike a Private Limited Company or LLP, a Project Office is tied to a defined project contract and automatically closes upon project completion. It is an extension of the Singaporean parent company, operating under the parent's name and liability.
Singapore is India's largest source of Foreign Direct Investment, contributing USD 174.88 billion in cumulative FDI inflows from April 2000 to March 2025. With bilateral trade at USD 34.3 billion in FY 2024-25, many Singaporean companies in construction, engineering, IT, and infrastructure leverage Project Offices to execute large-scale contracts in India — particularly in sectors like metro rail, highways, power, and telecommunications.
A Project Office is ideal when the Singaporean company has been awarded a specific contract by an Indian entity and needs a physical base to manage project execution, deploy personnel, and handle local procurement. If the company seeks a permanent commercial presence, a Branch Office or Wholly Owned Subsidiary would be more appropriate.
FDI Route and Regulatory Requirements
The RBI has provided two distinct routes for establishing a Project Office in India: General Permission (through AD Banks) and Specific Permission (requiring direct RBI approval). Singaporean companies overwhelmingly qualify for the General Permission route.
General Permission Route (AD Bank Approval)
The RBI has granted general permission to foreign companies to establish Project Offices in India through an Authorised Dealer (AD) Category-I Bank, provided at least one of the following conditions is met:
- The project is funded directly by inward remittance from the Singaporean parent company
- The project is funded by a bilateral or multilateral International Financing Agency (e.g., World Bank, ADB)
- The project has been cleared by an appropriate authority in India
- The Indian company awarding the contract has been granted a term loan by a Public Financial Institution (PFI) or a bank in India for the project
Under the General Permission route, the AD Bank processes the application and grants approval without forwarding it to the RBI, significantly reducing the timeline.
Specific Permission Route (RBI Approval)
Specific RBI approval is required in the following cases:
- The applicant is a citizen of or registered in Pakistan
- The applicant is from Bangladesh, Sri Lanka, Afghanistan, Iran, China, Hong Kong, or Macau and seeks to open a Project Office in Jammu & Kashmir, Ladakh, the Northeast, or the Andaman and Nicobar Islands
- The principal business of the applicant falls in Defence, Telecom, Private Security, or Information and Broadcasting
Press Note 3 — Not Applicable
Singapore is not subject to Press Note 3 restrictions. Singaporean companies can establish Project Offices in India under the General Permission route without any additional government security clearance.
DTAA Benefits for Singapore Investors
The India-Singapore DTAA, signed on 24 June 1994 and amended in 2005 and 2016, has significant implications for Project Offices. A Project Office typically constitutes a Permanent Establishment (PE) of the Singaporean parent in India if the project duration exceeds 183 days in any 12-month period.
Tax Treatment of Project Office Profits
Profits attributable to the Indian Project Office are taxable in India at the applicable corporate tax rate for foreign companies — currently 35% plus applicable surcharge and cess, resulting in an effective rate of approximately 38.22%. The DTAA provides the following protections:
- Taxation limited to attributable profits: India can only tax profits directly attributable to the Project Office's activities, not the global profits of the Singaporean parent
- Interest income: Withholding tax capped at 10% (banks/financial institutions) or 15% (others) vs. 20% domestic rate
- Royalties and FTS: Capped at 10% of the gross amount
- Construction PE threshold: Under Article 5, a building site or construction project constitutes a PE only if it lasts more than 183 days
The Project Office must obtain a Tax Residency Certificate from IRAS (Singapore) and file Form 10F in India to claim DTAA benefits.
Document Requirements and Authentication
Both India and Singapore are members of the Hague Apostille Convention. Singapore acceded to the Convention on 18 January 2021. Singaporean documents require an Apostille from the Singapore Academy of Law (SAL).
Documents Required from Singapore
- Certificate of Incorporation of the Singaporean parent company (apostilled)
- Memorandum and Articles of Association or equivalent constitutional documents (apostilled)
- Board Resolution approving the establishment of a Project Office in India and appointing an authorised representative (apostilled)
- Audited Financial Statements for the last 3 financial years (apostilled)
- ACRA Business Profile of the Singaporean company (apostilled; e-Apostille available from SAL)
- Project contract awarded by the Indian entity, signed by both parties (apostilled copy)
- Power of Attorney authorising a person in India to represent the company (notarised and apostilled)
- Passport copies and address proof of the authorised representative (notarised and apostilled)
Documents Required in India
- Proof of registered office address in India (rental agreement or sale deed plus NOC from owner)
- Details of the specific project to be executed, including project value, duration, and scope
- Evidence of project funding (inward remittance receipts, term loan sanction letter, or clearance from appropriate authority)
- Projected financials for the Project Office for the project duration
Step-by-Step Registration Process
Step 1: Secure the Project Contract
Before applying for a Project Office, the Singaporean company must have a signed contract with an Indian entity for a specific project. The contract should clearly define the project scope, duration, value, and funding arrangement. This contract is the foundational document for the entire application.
Step 2: Document Preparation and Apostille in Singapore (5-7 Working Days)
Prepare and apostille all required documents through the Singapore Academy of Law. ACRA-issued documents can use SAL's e-Apostille service. Private documents must first be notarised by a Singapore Notary Public before apostille.
Step 3: File Form FNC with AD Bank (1-2 Working Days for Submission)
Submit the completed Form FNC (Part I) along with all apostilled documents to a designated AD Category-I Bank in India. Part I of Form FNC is used when the Singaporean company qualifies under the General Permission route. The AD Bank reviews the application for completeness and verifies the funding conditions.
Step 4: AD Bank Approval (2-4 Weeks)
The AD Bank processes the application under the General Permission route and issues approval, typically within 2-4 weeks. The approval letter specifies the project for which the office is established, the permitted activities, and the validity period (coterminous with the project duration). The approval letter is valid for 6 months within which the Project Office must be established.
Step 5: ROC Registration — Form FC-1 (Within 30 Days of Approval)
Within 30 days of receiving AD Bank approval, register the Project Office with the Registrar of Companies by filing Form FC-1 under Section 380 of the Companies Act, 2013. The prescribed fee is INR 6,000.
Step 6: Obtain PAN and TAN (1-2 Weeks)
Apply for a Permanent Account Number (PAN) and Tax Deduction and Collection Account Number (TAN) from the Income Tax Department. These are mandatory for tax compliance and TDS deduction on payments to contractors, suppliers, and employees.
Step 7: Open Bank Account (2-3 Weeks)
Open a bank account with the designated AD Category-I Bank. The Singaporean parent remits project funds to this account. The bank issues an FIRC for all inward remittances. Multiple bank accounts may be maintained if the project requires it.
Step 8: GST and Other Registrations (1-2 Weeks)
Register for GST (mandatory for project execution involving supply of goods or services), Professional Tax, and state-level registrations such as Shops and Establishments Act and labour welfare fund.
Timeline and Costs
Realistic Timeline from Singapore
- Project contract finalisation: varies (prerequisite)
- Document preparation and apostille (Singapore): 5-7 working days
- Form FNC filing and AD Bank approval: 2-4 weeks
- ROC registration (Form FC-1): 3-5 working days
- PAN and TAN: 1-2 weeks
- Bank account opening: 2-3 weeks (can overlap)
- Total: 4-8 weeks end-to-end (after contract is in place)
Fee Breakdown
- ROC filing fee (Form FC-1): INR 6,000
- Apostille charges (Singapore — SAL): SGD 50-80 per document
- AD Bank processing charges: varies by bank (typically INR 10,000-25,000)
- Professional fees (CA/CS): INR 30,000-75,000
- PAN and TAN application: INR 200 each
- Registered office rent: INR 10,000-50,000/month depending on city and project location
Unlike a Private Limited Company, a Project Office does not have authorised capital or share capital. Funds are remitted by the Singaporean parent company as per the project funding arrangement.
Post-Registration Compliance
Project Offices in India have ongoing compliance obligations throughout the project duration:
- Annual Activity Certificate (AAC): a certificate from a practising Chartered Accountant confirming that the Project Office's activities are in accordance with the RBI approval, filed by 30 September each year through the AD Bank
- Audited Financial Statements: filed annually with the AD Bank and the Director General of Income Tax (International Taxation), New Delhi
- Form FC-4 (Annual Return): filed with the ROC within 60 days of the financial year-end
- Form FC-3 (Financial Statements): filed with the ROC within 6 months of the financial year-end
- Income Tax Return: filed by 31 October each year
- GST Returns: monthly GSTR-1 and GSTR-3B if registered
- Transfer Pricing Documentation: required for transactions between the Project Office and the Singaporean parent
- FLA Return: annual filing with the RBI by 15 July
Project Completion and Closure
Upon project completion, the Project Office must be wound up. The closure process involves submitting a closure application to the AD Bank along with: all AACs up to the current financial year, a CA certificate confirming settlement of all liabilities, proof that all Indian taxes have been paid, and confirmation that no legal proceedings are pending. The AD Bank can authorise remittance of surplus funds to the Singaporean parent after verifying compliance. The ROC must be separately notified of the closure.
Common Challenges for Singapore Companies
Single-Project Restriction
A Project Office is established for a specific project only. If the Singaporean company wins additional contracts in India, it must either apply for a separate Project Office for each new project or consider establishing a Branch Office that can handle multiple engagements. Multiple Project Offices in different locations require separate AD Bank notifications.
Duration Tied to Project
The Project Office's validity is coterminous with the project contract. If the project is delayed or extended, the company must apply for an extension through the AD Bank. The AD Bank can grant extensions of up to 6 months; any further extensions require prior RBI approval. Project delays are common in Indian infrastructure, making timeline management critical.
Higher Tax Rate
Project Offices of foreign companies are taxed at 35% (plus surcharge and cess, effective ~38.22%), compared to 22-25% for Indian domestic companies. For large, long-duration projects, many Singaporean companies evaluate whether incorporating a Private Limited Company would be more tax-efficient.
Closure and Fund Remittance
Closing a Project Office requires settlement of all liabilities, tax clearances, and regulatory de-registration. The AD Bank will not authorise remittance of surplus funds unless all AACs have been filed at regular annual intervals. Incomplete compliance records can delay closure by 3-6 months.
Subcontracting Considerations
Singaporean companies often subcontract portions of the project to Indian firms. All subcontracting payments must be made through the Project Office bank account with proper TDS deduction. Transfer pricing documentation is required for any payments to the Singaporean parent or related parties.
Frequently Asked Questions
Does a Singaporean company need RBI approval to open a Project Office in India?
Under the General Permission route, the AD Category-I Bank can approve the Project Office directly — RBI involvement is not required for most Singaporean companies. The key requirement is that the company has a valid project contract with an Indian entity and meets at least one of the four funding conditions specified by the RBI.
Can a Project Office undertake activities beyond the specific project?
No. A Project Office is strictly limited to activities related to the execution of the project for which it was established. It cannot undertake any other commercial activity, trading, or service provision. For broader commercial activities, consider a Branch Office or Private Limited Company.
What happens when the project is completed?
Upon project completion, the Project Office must be wound up. The Singaporean company files a closure application through the AD Bank, settles all liabilities and taxes, and remits surplus funds to Singapore. The ROC registration must also be cancelled. If the company has new projects, it can open separate Project Offices.
Can a Project Office remit surplus funds to Singapore during the project?
Interim remittances of surplus funds are generally permitted through the AD Bank, subject to the project being funded by inward remittances. The Singaporean parent must ensure proper documentation and tax compliance before each remittance.
How long does it take to establish a Project Office from Singapore?
The process typically takes 4-8 weeks, including document apostille in Singapore (5-7 days), Form FNC filing and AD Bank approval (2-4 weeks), ROC registration (3-5 days), and bank account opening (2-3 weeks, can overlap). The approval letter is valid for 6 months.
Is GST registration mandatory for a Project Office?
Yes, in most cases. Since a Project Office executes a project involving supply of goods or services, GST registration is typically required. The Project Office must file monthly GSTR-1 and GSTR-3B returns and charge GST on applicable supplies.
Can a Project Office be extended if the project is delayed?
Yes. The AD Bank can grant an extension of up to 6 months. Any extension beyond that requires prior RBI approval. The extension application should be filed before the original project completion date, along with supporting documents explaining the delay.