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Branch Office vs Liaison Office of a Foreign Company

Branch Office vs Liaison Office of a Foreign Company

A foreign Company can set up its Branch Office(BO)/ Liaison Office (LO) in Pakistan. Branch office is established to meet its contractual obligations with private or public sector. However, the activities shall be limited to the scope of work mentioned in the agreement.

On the contrary, a liaison office can engage in marketing/promotion of company’s products, technical services & advice and  discovering the avenues for shared ventures.

Both branch office and Liaison office can not undertake any sort of trading activities.

Board of investment (BOI) grants permission for opening branch and Liaison office. This permission can be renewed on payment of requisite fee and provision of required documents. In this article, we will discuss in detail the similarities and differences of BO and LO.

1. SCOPE OF ACTIVITIES

Branch Office (BO)

  • Foreign Company can set up a branch office to execute the contracts awarded to it either in public or private sector
  • Activity will be restricted to the work mentioned in the signed contract/ agreement
  • Cannot indulge in commercial  /  trading activities

Liaison Office (LO)

  • Foreign Company can set up a liaison office to undertake the promotion of product(s), provision of technical advise and assistance, exploring the possibility of joint collaboration and export promotion.  These activities should be mentioned in the application
  • Cannot undertake any commercial or trading activities

2. MEETING EXPENSES

BO

  • Funds transferred through normal banking channel from abroad and converted to local currency account or from the amounts received through execution of the agreement / contract can be utilized to meet all expenses

LO

  • Funds transferred  through normal banking channel from abroad and converted to local currency account will be utilized to meet all expenses

3. REMITTANCE FACILITY

BO

  • After submission of required information / documents in terms of Para 13 Chapter XIV of the Foreign Exchange Manual of SBP, profit can be repatriation.

LO

  • No remittance facility allowed.

4. HIRING OF FOREIGN NATIONALS

BO

  • Prior approval of the government is mandatory for employment of Foreign nationals

LO

  • Prior approval of the government is mandatory for employment of Foreign nationals

5. IMPORT AND EXPORT OF MACHINERY

BO

  • The Import/Export policies of the Government shall govern the Import/ Export of machinery and equipment and its re-export

LO

  • Nil

6. REGISTRATION WITH SECP

BO

  • Mandatory

LO

  • Mandatory

7. FINALIZATION OF CASE

BO

  • 6-8 weeks

LO

  • 6-8 weeks

8. PERIOD OF PERMISSION

BO

  • 3-5 years; renewable

LO

  • 3-5 years; renewable

9. DOCUMENTS REQUIRED

BO

  • One original+ five copies (Six sets ) of the below mentioned documents are required:
    • Application form
    • Foreign company registration certificate attested by Pakistan Embassy/ Mission
    • Memorandum and Articles of Association
    • Copy of contract / agreement
    • Company Profile
    • CV of Designated person authorized to act on behalf of the company + Passport copy/CNIC
    • Resolution /
      Company Authority letter to establish branch office in Pakistan

LO

  • Six sets of the under mentioned documents are
    required:
    • Application form
    • Foreign company registration certificate attested by Pakistan
      Embassy/Mission
    • Memorandum and Articles of
      Association
    • Company Profile
    • Resolution /
      Company Authority letter to establish liaison office in Pakistan

10. RENEWAL

BO

  • Following documents are required:
    • Copies of valid
      contracts containing contract duration
    • Income tax returns of 3 previous years
    • Latest Audited Accounts
    • Proceeds Realization
      Certificates (PRCs)

LO

  • Following documents are required:
    • Performance report
    • Statements of Receipt and Payment
    • Proceeds Realization Certificates  (PRCs)

11. Taxation

BO

  • 29% corporate tax on the taxable income

LO

  • Nil

12. CHANGE OF ADDRESS / CONTACT DETAILS

BO

  • Has to be intimated to the BOI and other concerned quarters

LO

  • Has to be intimated to the BOI and other concerned quarters

13. DOCUMENTS REQUIRED FOR CLOSURE

BO

  • The following documents are
    required:
    • Request letter for
      closure
    • Activity Report
    • Proceeds Realization
      Certificates
    • Audited Accounts for the last
      permitted period
    • Copies of press clippings about closure
      published in two national dailies
    • Confirmation from Federal Board of Revenue confirming all assessments and dues are clear

LO

  • The following documents are required:
    • Request letter for closure
    • Activity Report
    • Proceeds Realization
      Certificates
    • Receipt and Payment
      Statement for the last permitted period
    • Copies of press clippings regarding
      closure published in two national dailies
    • Confirmation from FBR that all dues are clear

14. FEE

BO

  • Initial Fee – $ 3000 for first year
  • Renewal fee – $ 1000 per year
  • Permission can be renewed for maximum five years at a time

LO

  • Initial Fee – $ 2000 for first year
  • Renewal fee – $ 500 per year
  • Permission can be renewed for maximum five years at a time

From the above discussion, we can conclude that a foreign company can set up its branch office or liaison office in Pakistan after seeking approval from board of Investment. There are limitations imposed on the commercial activities of both branch and liaison office. Approval and renewal fee are also high in terns of scope of work. Setting up such offices may be suitable for only those companies that have interest in undertaking  massive infrastructure projects in joint venture with local companies.

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