Indian Subsidiary Company Registration
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What is an Indian Subsidiary Company?
An Indian Subsidiary Company is a company incorporated in India where more than 50% of the share capital is owned by a foreign company. It is registered under the Companies Act, 2013, and can be either:
A Wholly Owned Subsidiary (WOS) — where 100% shares are held by a foreign entity, or
A Subsidiary — where the foreign company holds more than 50% shares.
This structure allows global businesses to operate legally in India with limited liability, tax benefits, and full ownership control under automatic route (except restricted sectors).
An Indian Subsidiary Company is ideal for:
- Foreign corporations expanding into India’s fast-growing markets
- Overseas startups launching technology, SaaS, or service-based operations in India
- Manufacturing & Industrial Companies setting up Indian operations
- IT, Software & Consulting Firms establishing delivery or support centers
- MNCs seeking local presence for client servicing and regulatory compliance
- Foreign investors exploring India’s emerging sectors — Fintech, E-commerce, Healthcare, or EdTech
- Existing Private Limited Companies abroad planning to establish a subsidiary or branch office in India
Advantages & Disadvantages
- Legal presence in India for foreign investors.
- Full operational and management control.
- Access to domestic market and government tenders.
- Eligibility for FDI and tax incentives.
- Limited liability and independent legal identity.
- High credibility with customers, vendors, and authorities.
- More compliance than LLP or branch office.
- Requires at least one Indian resident director.
- Mandatory RBI filings and reporting of foreign investment.
- Annual audit and ROC filing requirements.
- Restricted sectors may need government approval before investment.
How it works
- Acquire a Digital Signature Certificate (DSC)
- Director Identification Number (DIN)
- Name Reservation for the Company (SPICe+ Part A)
- Submission of Company Details (SPICe+ Part B)
- Preparation and Submission of Incorporation Forms (e-MOA, e-AOA, Agile)
- Certificate of Incorporation
- RBI & FEMA Compliance
What you get with TaxClue registration
- Digital Signature Certificates (DSCs)
- Director Identification Numbers (DINs)
- Certificate of Incorporation (COI)
- MOA & AOA (Company Constitution Documents)
- Professional Guidance on Share Allotment & Capital Setup
- ESIC and EPF Registration
- Free Compliance Advisory (GST, Accounting & ROC Filings)
- RBI/FEMA Compliance Filing (Form FC-GPR)
Why register a Indian Subsidiary?
Registering an Indian Subsidiary provides international companies with strategic control, full ownership, and easy market access — while maintaining legal compliance under Indian laws.
- 100% Foreign Ownership (for most sectors under automatic route)
- Limited Liability Protection for parent company and shareholders
- Separate Legal Entity — independent from the parent company
- Repatriation of Profits allowed as per FEMA regulations
- Tax Benefits & DTAA (Double Taxation Avoidance Agreement) advantages
- Access to India’s 1.4 billion+ market
- Eligible for Startup India & Government Incentives
- Ease of Doing Business under automatic route FDI
Documents Required
Aadhaar Card of Indian Directors & Shareholders:
Rent Agreement or Property Proof
Foreign Parent Company's Memorandum & Articles of Association (attested)
KYC of authorized signatory of Foreign Parent Company
PAN Card of Indian Directors & Shareholders:
No Objection Certificate (NOC) from Owner
Foreign Parent Company's Certificate of Incorporation (attested/apostilled)
Proof of Address (Bank Statement / Utility Bill) Indian Directors & Shareholders:
Passport-size Photo Indian Directors & Shareholders:
Foreign Parent Company's Board Resolution authorizing investment in Indian entity
Post-Registration Compliances
After incorporation, a Public Limited Company must follow these key legal compliances:
- File Form INC-20A (Commencement of Business) within 180 days.
- Appoint First Auditor within 30 days of incorporation.
- Issue Share Certificates to all shareholders within 60 days.
- Conduct Board Meetings (minimum 4 per year).
- File Annual Return (Form MGT-7) and Financial Statement (Form AOC-4).
- File RBI Foreign Investment Reporting (Form FC-GPR) within 30 days of allotment.
- Conduct Annual General Meeting (AGM) within 6 months of year-end.
- Maintain Statutory Registers & Minutes of Meetings.
- File Income Tax Return (ITR-6) annually.
- Comply with ROC Filings, Director KYC (DIR-3), and Audit Requirements.
- Stay Compliant Throughout the Year
Why Choose TaxClue ?
We combine expert advice with digital convenience — ensuring a smooth experience from start to finish.
End-to-End Registration Support
From name approval to incorporation certificate.
Transparent Pricing
No hidden charges, no surprises.
Post-Incorporation Guidance
GST, accounting, and compliance setup.
Dedicated Compliance Expert
One-point contact for your entire process.
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FAQ
Got Questions?
We've Got Answers!
What is an Indian Subsidiary Company?
An Indian Subsidiary Company is a company incorporated in India but owned or controlled (partly or fully) by a foreign company.
It operates as a separate legal entity, registered under the Companies Act, 2013, allowing the foreign parent to conduct business, manufacture, trade, or provide services in India.
A subsidiary can be:
Wholly Owned Subsidiary (WOS): 100% shares held by a foreign parent company.
Partly Owned Subsidiary: Parent holds more than 50% but less than 100% shares.
What are the minimum requirements to register an Indian Subsidiary?
To set up a foreign subsidiary in India, the following requirements must be met:
Minimum 2 Directors (at least 1 Indian resident)
Minimum 2 Shareholders (individuals or corporate entities)
Registered office address in India
Digital Signature Certificate (DSC) for all directors
Director Identification Number (DIN) for proposed directors
No minimum capital requirement
Proof of foreign company incorporation and board resolution authorizing investment
TaxClue handles end-to-end registration online, including document drafting, ROC filings, and foreign investment approvals (if applicable).
What are the key advantages of setting up an Indian Subsidiary?
✅ 100% Foreign Ownership (Automatic Route): Permitted in most sectors without prior RBI or government approval.
✅ Limited Liability: The parent company’s liability is limited to its shareholding.
✅ Access to Indian Market: Direct entry to one of the world’s largest consumer bases.
✅ Repatriation of Profits: Dividends can be legally remitted to the parent company.
✅ Tax Benefits & Treaties: Advantageous double taxation treaties (DTAA) with many countries.
✅ Separate Legal Identity: Distinct from the parent company — can own property, sign contracts, and sue/be sued.
What is the process of registering a foreign subsidiary in India?
Here’s how TaxClue simplifies the process:
Documentation & Board Resolution: Parent company passes a board resolution approving the Indian subsidiary.
Digital Signature & DIN: Obtained for all proposed directors.
Name Approval (SPICe+ Form): Through the MCA portal with “Private Limited” suffix.
Drafting MOA & AOA: Including parent ownership details and Indian business objectives.
Filing Incorporation Forms: With ROC, along with identity/address proofs, NOC, and shareholding structure.
Issuance of Incorporation Certificate: Includes PAN, TAN, and Corporate Identity Number (CIN).
Post-Incorporation Compliances: Opening of Indian bank account, FDI reporting (FC-GPR filing), and GST registration if applicable.
⏱️ Timeline: 10–15 working days (subject to document readiness and approvals).
What are the post-incorporation and annual compliances for an Indian Subsidiary?
A foreign subsidiary in India must comply with both Company Law and Foreign Exchange Management Act (FEMA) regulations.
Annual Compliances:
Annual Return (Form MGT-7A)
Financial Statements (Form AOC-4)
Statutory Audit by a Chartered Accountant
Board Meetings & AGM as per Companies Act
Income Tax Return (ITR-6)
FEMA Filings: FC-GPR, FLA return for foreign investments
Transfer Pricing & Repatriation compliance (if applicable)
TaxClue provides complete post-registration support — from RBI filings to ROC submissions and annual audits.
What sectors are restricted or require government approval for foreign ownership?
While most sectors in India allow 100% FDI under the automatic route, certain sectors like:
Defence manufacturing
Media & broadcasting
Multi-brand retail
Insurance
Real estate & lottery business
require prior approval from the Government of India or RBI.
TaxClue’s legal experts help assess eligibility and prepare necessary filings for approval routes.