Insights

Build-Operate-Transfer Model in India: A Guide for US Companies

How the build-operate-transfer model works in India for mid-market US companies: the phases, what transfers, typical timelines, key risks and a checklist.

Open-plan technology office with rows of blue and white workstations and people gathered between the desks

You run a mid-market US company. You want an engineering or operations team in India that is truly yours, with your culture, tools and roadmap. But you are not ready to set up an Indian subsidiary, hire an HR team and sign an office lease on day one. The build-operate-transfer (BOT) model was designed for this gap. A partner builds the team, runs it for an agreed period, then hands it over to you. Here is how it works in India, and how to decide whether it fits.

What is the build-operate-transfer model?

In a BOT engagement, an India-based partner takes you through three stages:

  1. Build. The partner sets up your centre: workspace, legal and payroll structure, recruitment, onboarding, devices and security.
  2. Operate. The partner employs the team and runs HR, payroll, compliance, facilities and admin. Your leaders direct the work.
  3. Transfer. At an agreed point, the team, assets and often the legal entity move into your ownership.

You borrow the partner’s local setup while you learn the market, then own the result once it has proved itself.

BOT compared with other models

Mid-market companies are part of a wider wave. Zinnov’s April 2025 report counted more than 480 mid-market GCCs in India, 27% of all GCCs, with 35% set up in the previous two years. Most companies choose between four models.

Model Who employs the team Who directs daily work Who owns it at the end Best for
Project outsourcing The vendor The vendor, against agreed deliverables The vendor (you own the deliverables) Defined projects with clear scope
Managed team The partner You The partner; the team stays on its payroll Dedicated people without a local entity
Build-operate-transfer The partner, then you You You, after transfer A future captive centre, with less setup risk
Captive centre (GCC) from day one You You You Firms ready to invest in entity, office and HR now

Outsourcing buys outcomes, but the people and know-how stay with the vendor. A managed team gives you dedicated people on your priorities while the partner remains the employer. A captive centre gives full control from the start, along with the full burden of entity, real estate, payroll and compliance. BOT sits in between: managed-team speed at the start, captive ownership at the end.

The three phases in practice

1. Build

You define the roles and shape of the first team. The partner prepares the workspace, recruits, onboards, and sets up devices, networks and access to your systems under your security policies.

Agree the entity plan early, with Indian counsel. Some BOT centres are built inside a dedicated Indian company that is later sold to you. Others run on the partner’s payroll until employees move to your own subsidiary.

Typical duration: often two to six months to a first productive team. A ready-to-move-in office takes facilities off the critical path, so hiring usually sets the pace.

2. Operate

The partner runs payroll, statutory compliance, benefits, HR, facilities and IT support. You set priorities, run reviews and own the roadmap. A steering committee and shared measures, such as attrition, time to hire and your usual delivery metrics, keep both sides honest.

Typical duration: commonly 18 months to three years. Long enough to stabilise the team, short enough to avoid drifting into permanent outsourcing.

3. Transfer

Either the shares of the dedicated entity move to you, or employees join your subsidiary on new contracts. Assets are sold or assigned, contracts are novated and documentation is handed over. Many partners also offer a period of transition support.

Typical duration: usually planned over roughly three to six months, with the legal close at the end.

These ranges are typical, not guaranteed. They vary with team size, roles and legal structure.

What transfers at the end

  • People. Employees move to your entity, either automatically when you acquire the operating company or through new offers from your subsidiary. Carry over tenure, leave balances and benefits where you can. Indian gratuity depends on continuous service, so agree upfront how continuity will be treated.
  • Assets. Laptops, servers, network equipment, furniture, software licences and, where relevant, the office lease or a new occupancy agreement.
  • Entity. If the centre was built inside a dedicated Indian company, its shares transfer to you with its registrations, bank accounts and contracts.
  • IP and processes. Code, documentation, runbooks, hiring templates and the operating rhythm the team has built. IP created for you should belong to you from day one; the transfer covers the know-how around it.

Risks and how to manage them

  1. An undefined transfer price. Fix the buyout formula in the original contract, for example a fee per employee, a fee that declines each year, or asset value plus a fixed component.
  2. Vague transfer triggers. Define when transfer can happen (a date, a headcount, a maturity milestone or your option with notice) and what happens if you choose not to transfer.
  3. Attrition around the transfer. A change of employer worries people. Communicate early, offer comparable or better terms, recognise tenure and consider retention bonuses tied to the transition.
  4. IP ownership and security. Assign IP to your company in the master agreement from day one. Keep repositories, cloud accounts and key SaaS tools in your company’s name.
  5. Non-solicit clauses. Standard vendor contracts often stop clients hiring vendor staff. Make sure the BOT agreement releases the team at transfer.
  6. Legal, tax and incentive assumptions. Work with Indian counsel and tax advisers on entity structure, transfer pricing and permanent establishment risk. Tamil Nadu changed government in May 2026, so confirm current state IT incentives with Guidance Tamil Nadu before relying on them.
  7. Governance drift. A team with two bosses loses focus. Your leader owns priorities; the partner owns people and operations.

Why a Tier-3 city like Tirunelveli can work

The default shortlist is usually Bengaluru, Hyderabad, Pune or Chennai. A Tier-3 city deserves a serious look too, especially on a mid-market budget.

There are trade-offs. For niche senior roles, the local pool is smaller than in a metro. Plan to bring in a few experienced leads, including professionals from the region who want to come home, then grow the rest of the team locally. More in why Tirunelveli.

How BOT works at TiliconVeli

At TiliconVeli Tech Park, we build and run your centre, then transfer the team, assets and entity to you. The campus is ready to move in, so space is never the wait. We sit near Government College of Engineering, Tirunelveli, and handle recruitment, HR and admin while your leaders direct the work. Our inclusive hiring mission creates jobs for rural women and persons with disabilities, and the building is 100% wheelchair accessible.

If BOT is more than you need today, start with a Managed Team or Project Delivery. We do not publish a rate card; every proposal is tailored to your roles, timeline and transfer plan. See our build-operate-transfer page for details.

Decision checklist

  • Do you expect to need this team for several years, not just one project?
  • Will a leader on your side direct the team from day one?
  • Is the work core to your product or operations?
  • Can you describe what “ready to transfer” looks like in headcount, stability and process maturity?
  • Are the transfer price formula and triggers written into the contract?
  • Is IP assigned to you from day one, with repositories and accounts in your name?
  • Do you have Indian legal and tax advice on the entity and transfer structure?
  • Have you budgeted to run HR, payroll, compliance and facilities yourself after transfer?

If most answers are yes, BOT is likely a strong fit. If you mainly need defined outputs, look at project delivery. If you want dedicated people with no plan to own an entity, a managed team may suit you better.

Frequently asked questions

What is the build-operate-transfer model in India?

A local partner builds your India centre, operates it for an agreed period, then transfers the people, assets and often the legal entity to your company.

How long does a BOT engagement usually last?

Typically, the build phase takes a few months, the operate phase commonly runs 18 months to three years, and the transfer is planned over a few months. Your contract should let the timeline flex with your needs.

Who employs the team before the transfer?

The partner, or a dedicated Indian entity it sets up for your centre. The partner handles payroll, HR and compliance; you direct the work.

Do I need my own Indian entity before I start?

No. Avoiding that day-one burden is a main reason to choose BOT. You will need an entity at transfer, either the one built for you or your own subsidiary, so start legal planning early.

Can I change course before the transfer?

A well-drafted contract lets you extend the operate phase, convert to a managed team or exit with notice. Agree these options at the start.

Talk to us

Weighing a BOT centre in India? Read about build-operate-transfer at TiliconVeli or contact us for a tailored proposal.

This guide is general information, not legal or tax advice.

Keep reading

More from Insights

வாங்க · Welcome

Vaanga. Let’s build your team in Tirunelveli.

Tell us what you need. We reply within one business day with a tailored proposal, or a time to visit.