GIFT City (Gujarat International Finance Tec-City) represents India’s first operational International Financial Services Centre (IFSC) and a landmark initiative aimed at positioning the country as a globally competitive financial hub. Conceptualized as a world-class financial and technology ecosystem, GIFT City has been developed to attract international financial services and investments that were traditionally conducted in offshore jurisdictions.

Three regulatory layers — the Ministry of Corporate Affairs (MCA), the GIFT SEZ Authority, and the International Financial Services Centres Authority (IFSCA) are involved in incorporation of a company in GIFT City.

A.  Form/Structure of unit that can be set up in GIFT city:

• Branch office
• Company including wholly owned subsidiary.
• Limited Liability Partnership; or
• Any other forms that may be notified from time to time by IFSCA vide its regulations for financial service activities in GIFT IFSC

B.  The benefits of incorporating a company in GIFT City are outlined below:

a. Significant Tax Incentives

• Tax Benefits for Non-Resident Investors
• Reduced Minimum Alternate Tax (MAT) / Alternate Minimum Tax (AMT)
• 100% Income Tax Exemption for 10 consecutive years out of 15
• Tax Benefits for Non-Resident Investors
• Exemption from dividend distribution tax

b. Liberal Regulatory & Business Environment

• Liberalized foreign exchange framework
• Permissibility of foreign currency transactions
• Simplified capital account norms
• Sector-specific regulatory guidelines

c.Operational Advantages

• Ability to transact in foreign currencies
• 100% foreign ownership permitted in many sectors (subject to sectoral caps)
• Repatriation flexibility
• Modern infrastructure and technology-enabled environment

d. Strategic Advantages

• Gateway for international financial services from India
• Competitive alternative to offshore jurisdictions
• Favourable ecosystem for banking, AIFs, fintech, insurance, and leasing sectors
• Enhanced global credibility and investor confidence

 C.Step-by-Step Incorporation Process

1. Identify Office Space & Obtain Allotment:

Secure physical office space within the GIFT SEZ area and obtain a Provisional Letter of Allotment.

2. Incorporation with the MCA:

Companies are incorporated through the Ministry of Corporate Affairs (MCA) using the SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus) forms.

• SPICe+ PART A:

Name reservation with proposed object and declarations of business for obtaining the name of the company. The name should include IFSC  as part of entity’s name.

• SPICe+ PART B:

Mandatory attachments:

1. INC-33(Memorandum of association)
2. INC-34(Articles of Association)
3. INC-9
4. INC-35(AGILE-PRO-S)

Bundled services of SPICe+ Part B includes allotment of Director Identification Number (DIN) for the proposed Directors, Employees provident fund (EPFO), employees state insurance (ESIC) registration, goods and services tax (GST) registration and allotment of permanent account number (PAN) and tax deduction and collection account number (TAN).

The registered office details should be in GIFT City and provisional Letter of allotment (PLOA) from the GIFT SEZ developer for the space  needs to be attached with SPICe+ Part B.

3. Post incorporation compliances:

After the company is formed, approval from GIFT SEZ is required:

• Form F needs to be filed with incorporation documents, business plan, PLOA

• Authorised representative of the company needs to be present online before the Unit approval
• Entities operating in the IFSC must register with the International Financial Services Centres Authority (IFSCA), which regulates financial services activities.
• INC 20A for commencement of business is to be filed with MCA along with GIFT SEZ approval

Akansha Rathi and Associates (ARACS), a Company Secretary firm in Navi Mumbai, is engaged in compliance-related services and company registration services. We have a team of experts who not only possess the required skills and experience but have also worked in complex business environments, assisting clients with ROC filings, MCA compliance, statutory compliance, and corporate governance matters. We provide structured and reliable solutions in terms of delivering end-to-end compliance and incorporation support to our clients.