Executives comparing overseas branch and representative office options

Overseas presence design

Choose the presence before registering the office.

A branch, representative office and subsidiary may look similar from the outside, but they create very different authority, liability and operating limits. We make those differences visible before the parent company commits.

Service overview

Choose a presence that can perform the intended work.

A subsidiary, branch and representative office create different relationships with the overseas parent. We compare the authority, liability, governance and operating consequences before registration begins.

The recommendation starts with practical questions: who will contract, whether the local presence will earn revenue, who it will employ, and which licences or premises the activity requires.

A representative office is not simply a lighter branch. Its permitted activities can be materially narrower and must be confirmed before commercial commitments are made.

Who this is for

For organisations planning or reviewing an overseas presence.

New market entrants

Groups deciding whether to incorporate locally, register the parent as a branch or begin with a limited non-trading presence.

Exploratory teams

Businesses testing a market through research, promotion or liaison before committing to full commercial operations.

Existing overseas operations

Groups whose current office, contracts or staffing model no longer matches the authority under which it was established.

What we cover

A complete comparison of structure and operating authority.

Presence design

  • Subsidiary, branch and representative-office comparison
  • Permitted activity and revenue assessment
  • Parent-company connection and liability review
  • Local governance and authorised representative needs

Registration readiness

  • Parent approvals and constitutional documents
  • Ownership, officer and signatory information
  • Licence, premises and employment dependencies
  • Tax, banking and ongoing compliance workstreams

Our process

Resolve the dependencies in the right order.

  1. Define the activity

    Map customers, contracts, revenue, people, premises and the work to be performed locally.

  2. Compare the routes

    Test the available structures against authority, liability, tax, governance and future plans.

  3. Prepare the parent file

    Coordinate resolutions, constitutional records, ownership information and supporting evidence.

  4. Register and activate

    Manage the selected filing route and connect it with tax, banking, employment and compliance actions.

Information required

What we need to assess the route.

  • Group structure and details of the overseas parent
  • Description of the intended local products, services and customer activity
  • Expected contracting, invoicing and payment flows
  • Proposed directors, representatives, signatories and local employees
  • Premises, licence and regulatory requirements already identified
  • Target launch date and likely future expansion

Key considerations

The legal form must match the operating reality.

Parent exposure

A branch normally remains directly connected to its overseas parent, while a subsidiary maintains a separate local corporate record.

Commercial limits

A representative office may be restricted from invoicing, signing sales contracts or carrying on revenue-generating activity.

Future transition

Changing route later can require new registrations, contract transfers, tax review and operational migration.

Availability, legal effect and document requirements differ by market and sector. Local legal, tax or regulatory advice is coordinated where required.

Frequently asked questions

Questions to answer before the parent authorises the filing.

Can a representative office sell locally?

Often it cannot invoice customers, sign local sales contracts or carry on revenue-generating activity. The exact permitted functions must be confirmed for the destination and sector.

Is a branch a separate legal company?

A branch is generally registered as an extension of the overseas company rather than as a separately incorporated subsidiary. The legal and tax consequences vary by jurisdiction.

What parent-company documents are usually needed?

Authorities may request constitutional records, certificates, board approvals, ownership information, financial statements and authorised representative details, sometimes with certification, translation or legalisation.

Can the structure be changed later?

Sometimes, but the change may require new registrations, contract transfers, tax review and operational migration. The likely future state should be considered from the start.

Choose the right presence

Make the authority clear
before entering the market.

Tell us what the local team needs to do, how the parent will remain involved and what must be operational after registration.

Discuss Your Market Presence →Scope and timing depend on the markets and workstreams involved.
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