Rules 6 explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
After registering, a foreign company has three recurring duties: list every place of business in India with its financial statement, file an annual return within sixty days of its financial year end, and deliver its documents to the right Registrar. Rules 6 to 8 set them. This article states the rules as amended up to G.S.R. 491(E) dated 12 August 2024 (in force 9 September 2024) per the MCA e-book, with the proviso to rule 8(1) inserted by that notification applied from its text. Later amendments should be checked. For the filings, see our foreign company filing service.
Along with its financial statement, a foreign company files Form FC-3 with a list of all its places of business in India as on the date of the balance sheet. Within sixty days from the last day of its financial year it files the annual return in Form FC-4, with particulars as they stood at the close of that year. Documents go to the Registrar having jurisdiction over New Delhi, except that registration documents under rule 3(3) are delivered in Form FC-1 to the Registrar, Central Registration Centre. A company that ceases to have a place of business in India gives notice at once.
Rule 6: list of places of business
Every foreign company files with the Registrar, along with the financial statement, in Form FC-3, with the fee as provided in the Companies (Registration Offices and Fees) Rules, 2014, a list of all the places of business established by the foreign company in India as on the date of the balance sheet.
The financial statement and its documents are in rule 4; see our article on rules 4 and 5 and our guide to FC-3 accounts filing. The fee is not printed here; our fee articles quote the Annexure only as printed.
Rule 7: the annual return
Every foreign company shall prepare and file, within a period of sixty days from the last day of its financial year, with the Registrar, an annual return in Form FC-4, along with the fee as provided in the Fees Rules, containing the particulars as they stood on the close of the financial year.
The sixty days run from the last day of the financial year, so a year ending on 31 March starts the clock on that date. We do not compute calendar dates for a given year; the rule gives only the period. Form FC-4 here is the foreign company annual return under the Companies Act, 2013 rules. It is a different form from the FC-4 used under the foreign contribution regulation rules, and the two should not be confused when searching for guidance. Our guide on the FC-4 foreign company annual return deals with this one.
Rule 8: where documents are delivered
Sub-rule (1). Any document that a foreign company is required to deliver to the Registrar is delivered to the Registrar having jurisdiction over New Delhi, and references to the Registrar in Chapter XXII of the Act (Companies Incorporated Outside India) and these rules are construed accordingly.
The proviso, inserted by G.S.R. 491(E): the documents for registration by a foreign company referred to in sub-rule (3) of rule 3 are delivered in Form FC-1 to the Registrar, Central Registration Centre. This works with the amendment to rule 3(3) itself, which replaced "registrar" with "Registrar, Central Registration Centre". It came into force on 9 September 2024. See our article on rules 1 to 3.
Sub-rule (2). The fee for registering any document relating to a foreign company is as provided in the Fees Rules. Annexure item V of the Fees Rules prints a fee for documents under section 385; our article on Annexure items II to VI quotes it as printed.
Sub-rule (3). If a foreign company ceases to have a place of business in India, it shall forthwith give notice of the fact to the Registrar, and from the date on which notice is so given, its obligation to deliver any document to the Registrar ceases, provided it has no other place of business in India. The proviso matters: if it still has a place of business, the duties continue.
| Document | Rule | Where delivered |
|---|---|---|
| FC-1 (registration documents) | 3(3), proviso to 8(1) | Registrar, Central Registration Centre |
| FC-2 (alteration return) | 3(4) | Registrar having jurisdiction over New Delhi, under rule 8(1) |
| FC-3 with list of places of business | 6 | Registrar having jurisdiction over New Delhi, under rule 8(1) |
| FC-4 annual return | 7 | Registrar having jurisdiction over New Delhi, under rule 8(1) |
| Notice of ceasing to have a place of business | 8(3) | The Registrar |
Example
Tidewater Shipping Ltd., a foreign company, has a financial year ending on 31 March and two offices in India. With its financial statement it files Form FC-3 listing both offices as on the balance sheet date, to the Registrar for New Delhi. Within sixty days from 31 March it files Form FC-4 with the particulars as at that year-end. If it closes both offices, it gives notice to the Registrar forthwith; from the notice date it no longer has to deliver documents, as it has no other place of business in India.
Need help with FC-3 and FC-4?
Annual filings for a foreign company have different dates, offices and forms. We help foreign companies keep them on schedule; see our foreign company filing service.
Key takeaways
- FC-3 carries a list of all places of business in India as on the balance sheet date, filed with the financial statement.
- FC-4 is due within sixty days from the last day of the financial year.
- Documents go to the Registrar having jurisdiction over New Delhi; FC-1 registration documents go to the Registrar, Central Registration Centre.
- A company that ceases to have a place of business gives notice forthwith.
- The obligation to deliver documents ends on notice only if there is no other place of business in India.
Read next
- Rules 4 and 5: financial statements, FC-3 and audit
- Rules 9 to 12: certification, translation and misuse
- FC-4: foreign company annual return guide
- Sections 384 and 385: annual return, charges, books and fees
Disclaimer: Based on the Companies Act, 2013 rules named above as consolidated in the MCA e-book (consulted on 3 October 2026), with the later notifications the article names. Later amendments, fees, forms and the Companies Act, 2013 provisions referred to should be checked. This article is general information, not legal advice; check the official text before acting.