Subsidiary Company Setup Cost
See the exact cost to set up a subsidiary company under an Indian holding company — DSC, MCA/SPICe+ government fee & stamp duty by capital, and professional charges including shareholders-agreement drafting, all live on one screen.
Itemised cost breakdown — Subsidiary company
Set up your Indian subsidiary end-to-end
TaxClue handles name approval, SPICe+ filing, MOA/AOA, DIN, DSC, PAN, TAN and the shareholders' agreement for your holding structure.
Disclaimer: Estimates include indicative government fees + TaxClue professional charges. Actual costs may vary by state stamp duty, authorised capital and requirements. Govt fee subject to MCA/RoC notifications.
Subsidiary setup cost reference
A subsidiary is a Private Limited company in which a holding company owns more than 50% of the shares. Its setup cost is essentially the same as a normal Pvt Ltd incorporation — DSCs, the SPICe+ government fee, stamp duty by state and capital, and a professional fee. The extra layer is a shareholders' agreement that documents the holding-subsidiary control.
| Cost head | Typical amount |
|---|---|
| DSC — per director | ₹1,500 |
| DIN — allotted in SPICe+ | Free |
| MCA / SPICe+ incorporation fee (up to ₹15L capital) | Nil |
| Stamp duty on MOA/AOA (by state & capital) | ₹1,000 – ₹10,000 |
| Professional fee — Standard | ₹14,999 |
| Professional fee — Premium (incl. SHA drafting) | ₹22,999 |
| PAN + TAN — issued with incorporation | Free |
Worked example
An Indian holding company sets up a subsidiary with 2 directors, ₹10 lakh authorised capital and the Standard professional plan. SPICe+ incorporation is free at this capital, so only stamp duty and DSCs sit alongside the professional fee.
Key terms explained
Holding & subsidiary — Sec 2(87)
Under Section 2(87) of the Companies Act, 2013, a company is a subsidiary of a holding company if the holding company controls the composition of its board or holds more than half of its total voting power, directly or through other subsidiaries.
>50% control
Ownership of more than 50% of the paid-up equity share capital gives the holding company voting control and makes the entity a subsidiary. At 100% it is a wholly-owned subsidiary (WOS).
Board composition
Control can also arise by controlling board composition — the power to appoint or remove a majority of the directors — even without a majority shareholding, so nominee directors are usually appointed by the holding company.
Shareholders' agreement
A shareholders' agreement (SHA) records the holding company's rights over the subsidiary — voting, reserved matters, board seats and exit. Recommended for every holding-subsidiary structure and included in the Premium plan.
What is an Indian subsidiary?
An Indian company in which another company — Indian or foreign — holds more than half the equity or controls the board. For a foreign parent it is the usual vehicle for doing business in India, because it can trade freely and hold assets in its own name.
What does it cost to set up?
Incorporation costs of a private limited company, plus apostille or consularisation of the parent's documents, translation where needed, DSCs for foreign directors, and the FEMA reporting after the investment comes in.
Does a foreign parent need approval to invest?
Under the automatic route, no — the investment is reported after the fact through FC-GPR. Sectors with caps or conditions, and investments from countries sharing a land border with India, require prior government approval.
What continuing obligations does a subsidiary have?
Everything a private limited company has, plus the FLA return by 15 July every year, transfer pricing documentation and Form 3CEB where there are transactions with the parent, and compliance with the pricing guidelines on any further issue of shares.
Is a subsidiary or a branch office better?
A subsidiary for almost any operating business — it is simpler to run, has clearer liability separation and does not need RBI approval. A branch or liaison office suits a purely representative or project-specific presence.
Disclaimer: This tool gives indicative results for general guidance only and is not professional advice. Please verify with a qualified CA before acting on the numbers.