Decoding India’s FDI Policy on Single Brand Retail Trading

So you have an internationally popular retail brand and want to set up stores in India. Great! India’s burgeoning middle class, increasing disposable incomes, and appetite for branded goods present an exciting opportunity. However, navigating India’s foreign direct investment or FDI policy framework can seem daunting. Questions around equity caps, sourcing requirements, and approval processes abound. Never fear, we are here to decode India’s FDI policy on single brand retail trading and make the path ahead crystal clear. By the end of this, you will have a firm grasp of the policy contours, eligibility criteria, and approval process to make your India foray a success. The lucrative Indian market is open, so read on to find out how you can tap into it!

An Overview of India’s FDI Policy on Single Brand Retail Trading

So you want to set up shop for your high-end single brand retail store in India, huh? Before you start scouting for retail space, you need to understand India’s foreign direct investment (FDI) policy on single brand retail trading.

The FDI cap on the single-brand retail trading is set at 100% through the automatic route. The automatic route means where the foreign investor or the Indian company does not require any prior permission or approval from the Reserve Bank of India or the Government of India.

As the entry route of single-brand retail trading is the automatic route, it attracts foreign investors seeking to expand their business by tapping into India’s large customer base. This makes India an attractive investment destination for foreign investors.

However, the FDI on the single-brand retail trading is subject to the following conditions-

  1. Products need to be of a single brand only. Single brand product retail trading covers only those products which are branded during manufacture.
  2. Products need to be sold under the same brand internationally, i.e. they have to be sold under the same brand in one or more countries outside India. However, this condition is not applicable for undertaking single-brand retail trading of Indian brands.
  3. A non-resident entity will be permitted to undertake single-brand product retail trading in India either directly by the owner or through a legal agreement executed between the brand owner and the Indian entity undertaking single-brand retail trading.
  4. In the case of proposals that involve foreign investment beyond 51%, sourcing of 30% of the value of the purchase of the goods should be done from India. The conditions to adhere in this case are-
  5. The sourcing of the goods should be preferably from Micro Small and Medium Enterprises, village and cottage industries, craftsman and artisans from all sectors.
  6. The amount of domestic sourcing will be self-centred by the company, which is subsequently checked by statutory auditors from the company’s duly certified accounts.
  7. The procurement requirement should be met as an average of five years the total value of the goods procured, beginning from the 1 April of the commencement year of single-brand retail trading business (either opening of the first store or starting online retail, whichever is earlier). Thereafter, the entity can meet the 30% local sourcing norms on an annual basis.
  8. To ascertain the sourcing requirement, the relevant entity will be the company incorporated in India, which receives the FDI for carrying out single-brand product retail trading.
  9. For meeting the local sourcing requirements as mentioned in the above point, all procurements for the single brand made from India by the single-brand retail trading entity will be counted irrespective of whether the procured goods are sold in India or exported.
  10. A single-brand retail trading entity has the permission to set off sourcing of goods from India for global operations against the mandatory sourcing requirements of 30%.

The ‘sourcing of goods from India for global operations’ means the value of goods sourced from India for that single brand in terms of Indian Rupees for global operations in the particular financial year either directly by the entity undertaking single-brand retail trading entity or its group companies or indirectly through a third party under a legal agreement.

A single-brand retail trading entity that operates through brick and mortar stores can undertake retail trading via e-commerce. However, retail trading through e-commerce can also be done before opening the brick and mortar store, subject to the condition that the entity will open a brick and mortar store within two years of starting the online retail business.

Points to be noted :

  1. Indian brands must be owned and controlled by resident Indian citizens or companies owned and controlled by resident Indian citizens.
  2. The sourcing norms of 30% of the value of the goods purchase are not applicable for three years for the entities undertaking single-brand retail trading of products having ‘cutting-edge’ and ‘state-of-art’ technology where local sourcing is not possible.
  3. However, after three years from the commencement of business (either the starting of online retail or opening of the first store, whichever is earlier), the sourcing norms as stated in the conditions mentioned above will be applicable.

A committee under the Chairmanship of Secretary, Department for Promotion of Industry and Internal Trade (DPIIT) along with representatives of NITI Aayog, independent technical experts and concerned administrative Ministry will examine the claim of the applicants of the products being in the nature of ‘state-of-art’ and ‘cutting edge’ technology and provide recommendations for relaxation in sourcing norms.

Key Conditions for 100% FDI in Single Brand Retail Trading

To qualify for 100% foreign direct investment (FDI) in single brand retail trading in India, there are a few key conditions you’ll need to meet.

First, your retail trading operation must sell only one brand. Whether it’s clothing, electronics, or anything else, you need to focus on a single brand. You can, however, sell multiple products under that brand.

Second, you must get approval from the Department of Industrial Policy and Promotion (DIPP). You’ll have to provide details on the nature of your business and your brand’s product range. Approval usually takes 3-4 months.

Third, at least 30% of the value of goods sold needs to be sourced from India. This is meant to benefit local manufacturers and suppliers. The requirement is relaxed for the first 5 years as you establish your supply chain.

With these conditions met, 100% FDI in single brand retail trading allows you to wholly own and operate your retail stores in India. You’ll have full control over your brand experience and can better cater to Indian customers. Pretty appealing, right? Now you just have to make sure you follow all the rules!

Sourcing Norms: Local Sourcing Requirements

To encourage local sourcing of goods, India’s FDI policy on SBRT mandates that at least 30% of the value of goods purchased must be sourced from India, preferably from MSMEs and village and cottage industries.

Sourcing Requirements

The 30% local sourcing rule applies to the first five years of operations on an average basis. After this period, the company must source at least 30% of goods from India on an annual basis. The sourced goods, if sourced from a Special Economic Zone (SEZ) must be manufactured in India. These minimums are calculated as a percentage of the total value of goods purchased, averaged over the financial year.

  • Raw materials, components, and spare parts sourced locally can count towards meeting the 30% requirement. Finished goods purchased for sale are excluded.
  • A company can source from MSMEs, village and cottage industries, or other Indian suppliers. Sourcing from related party entities is not allowed.
  • The local sourcing requirement encourages foreign brands to develop vendors and supply chains within India, which boosts local manufacturing and creates more jobs.
  • Companies have flexibility in how they meet the 30% rule. They can source a higher percentage of some product categories and less from others, as long as the total average meets the requirement.

The local sourcing provision promotes the “Make in India” initiative by incentivizing foreign companies to manufacture goods domestically. It also helps develop India’s supplier base, as foreign brands work closely with local vendors to ensure high quality and consistency. By building local supply chains, India can strengthen its position in global retail and improve economic growth.

The policy aims to strike a balance between liberalizing foreign investment in retail and safeguarding domestic suppliers and manufacturers. While the policy opens India’s retail sector to global brands and capital, the mandatory local sourcing rules ensure these benefits also flow to local industry. Overall, the policy attempts to maximize the positives of FDI in retail and minimize potential downsides.

Other Operational Conditions

To operate as a single brand retailer in India, there are a few other conditions you’ll need to be aware of.

Sourcing of Goods

As a single brand retailer, at least 30% of the value of goods sold from the first year of operations must be sourced from Indian manufacturers. This percentage increases to 30% from the sixth year onwards on an annual basis. The idea is to promote local manufacturing and suppliers. Some ways to accomplish this include:

  • partnering with Indian manufacturers to produce goods under your brand name
  • purchasing materials and components from Indian suppliers and assembling final goods in India
  • collaborating with Indian companies to codesign and coproduce products

Retail Trading of Goods

Goods sold in India must be the same as those sold internationally. Retail sales can take place in a brick-and-mortar store as well as online or through other channels.

Other Compliances

You must comply with all other regulations applicable to retailers in India like packaging norms, labeling standards, and product safety standards. It’s best to do thorough research on the latest requirements to avoid legal issues down the road.

India’s FDI policy aims to strike a balance between attracting foreign investment and protecting domestic interests. By understanding the fine print around operational conditions, single brand retailers can succeed in the Indian market while also promoting growth of the local retail ecosystem. Focusing on collaborative partnerships, high quality yet affordable products, and seamless omni-channel experiences will win over Indian consumers.

Setting Up a Single Brand Retail Trading Business in India

To set up a single brand retail trading business in India, there are a few steps you’ll need to take.

Apply for Government Approvals

The first step is to apply for approval from the Department of Industrial Policy and Promotion (DIPP) and the Reserve Bank of India (RBI). You’ll need to submit details like the brand you want to represent, the company’s ownership, business plan, investment details, and more. Once approved, you can move on to establishing your business.

Register Your Business

  • Register your company as a private limited company under the Companies Act. This establishes your business as a legal entity.
  • Obtain additional registrations like GST, shop and establishment, PF, ESI, etc. depending on your business activities.
  • Set up your business premises by purchasing, renting or leasing retail space. The space should be in a location permitted for retail trading of your product category.

Build Your Team

Hire experienced staff to help run your retail operations like store managers, sales associates, cashiers, and back-end support. Provide them proper training on your brand’s products, values, and customer service standards.

Set Up Operations

  • Design your retail space to effectively showcase your brand. Use visual merchandising techniques like thematic displays, signages, and product groupings.
  • Create standard operating procedures for all key processes like billing, refunds, inventory management, security, etc.
  • Invest in a point-of-sale system to efficiently manage checkouts, payments, and gain customer insights.
  • Build partnerships with vendors and suppliers to ensure consistent product availability.

Marketing and Promotions

  • Launch an advertising campaign to generate buzz about your new store. Use social media, email campaigns, influencer marketing, and more.
  • Offer promotions and discounts to attract new customers like gift cards, loyalty programs, seasonal sales, etc.
  • Provide superior customer service to gain loyalty and word-of-mouth marketing. Engage with your customers and build personal connections.

Following these steps will set you on the path to establishing a successful single brand retail trading business in India. With the right product, team, and strategy, you can gain a loyal customer base and long-term success.


So there you have it, the ins and outs of India’s foreign direct investment policy for single brand retail trading. While the policy has certainly evolved to become more open and investor-friendly over time, there are still restrictions in place to protect domestic retailers. As with any policy, the devil is in the details, but overall, the current regulations aim to strike a balance between attracting foreign investment in the retail sector and safeguarding the interests of local businesses. If you’re looking to enter the Indian retail market, make sure you do your homework and understand all the rules around local sourcing, brand ownership, and investment caps. With the right strategy and patience, India’s retail sector holds huge potential. But go in with your eyes open to the policy fine print.

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