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Plan Your India Subsidiary Before Filing.

Foreign subsidiary registration needs more than a name approval. Share your country, parent entity details, ownership plan and proposed activity so our team can map documents, FDI route and post-incorporation steps properly.

Subsidiary Readiness

What we check before you enter India

A foreign subsidiary should be set up only after checking shareholding, documents, Indian resident director, sectoral FDI conditions and the first fund remittance trail.

Private limited structure with minimum two shareholders and two directors.
Foreign parent papers, board resolution and authorised signatory planning.
Apostille / consular attestation checklist for foreign documents.
Bank account, FDI inflow, valuation and RBI reporting guidance after incorporation.

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    Why India Subsidiary

    A Clean Structure for Foreign Companies Entering India.

    An Indian subsidiary gives the foreign parent a local legal entity, Indian tax registration, bank account, customer contracting ability and an operating base for hiring, sales, support, manufacturing or service delivery.

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    Indian Legal Entity

    Operate through an Indian private limited company with its own CIN, PAN, TAN, bank account and statutory records.

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    Foreign Ownership

    Many sectors allow significant or complete foreign ownership, subject to FDI policy, sectoral caps and approval checks.

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    Limited Liability

    The Indian subsidiary is a separate company, helping ring-fence liability when governance and contracts are maintained properly.

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    Local Contracts

    Sign Indian customer, vendor, employee and lease agreements from a local incorporated company.

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    Banking & Remittance

    Plan share capital remittance, bank account opening, valuation and RBI reporting from day one.

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    Compliance Roadmap

    Get a clear calendar for ROC, tax, transfer pricing, GST, FEMA, audit and annual filings.

    Documents Required

    Foreign Subsidiary Registration Documents.

    Documents vary by country and shareholder structure. Foreign papers usually need notarisation and apostille or consular attestation before MCA filing.

    Foreign Parent Company

    • Certificate of incorporation
    • Charter / constitutional documents
    • Board resolution for Indian subsidiary
    • Authorised signatory details
    • Parent company address proof
    • Shareholding and beneficial ownership details

    Directors & Shareholders

    • Passport and photograph
    • Address proof and email/mobile
    • DSC application documents
    • DIN details, if already allotted
    • Indian resident director PAN/Aadhaar
    • Apostilled/notarised KYC where applicable

    Indian Registered Office

    • Utility bill of office address
    • Rent agreement or ownership proof
    • NOC from premises owner
    • Business activity details
    • Name options
    • Capital and shareholding plan
    Process

    How CompanyJi Sets Up Your Foreign Subsidiary.

    We keep the process documentation-first so foreign directors, parent-company papers and India compliance do not create last-minute delays.

    01

    FDI & Structure Review

    We review business activity, foreign ownership plan, sector conditions and whether approval may be needed.

    02

    Document Checklist

    We prepare country-wise notarisation, apostille or consular attestation checklist for foreign papers.

    03

    DSC, Name & Drafting

    DSC, name reservation, MOA, AOA, shareholding and authorised signatory documents are prepared.

    04

    MCA Incorporation

    SPICe+ and linked forms are filed for incorporation, PAN, TAN and statutory registration setup.

    05

    Post-Setup Compliance

    We guide bank account opening, share capital remittance, FC-GPR/FLA, GST, tax and accounting setup.

    Eligibility & Practical Rules

    Key Points Before Incorporation.

    A foreign subsidiary is usually incorporated as a private limited company. The structure is simple, but FDI, document authentication and post-incorporation reporting must be planned carefully.

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    Minimum Directors

    At least two directors are required for a private limited company, and one must satisfy the resident director requirement in India.

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    Minimum Shareholders

    At least two shareholders are needed. The foreign parent can hold shares along with a nominee or another shareholder structure.

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    No Minimum Capital

    There is no fixed minimum paid-up capital, but practical capital, valuation and FEMA reporting must be considered.

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    FDI Route Check

    Activities under the automatic route are simpler. Restricted sectors may need approval or may have ownership caps.

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    Registered Office

    An Indian registered office address is mandatory for MCA correspondence and statutory records.

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    Annual Compliance

    ROC filings, statutory audit, tax return, transfer pricing, FEMA reporting and GST/TDS may apply after setup.

    Everything you need to know

    Foreign Subsidiary Registration FAQs

    Category-wise answers for overseas founders, foreign parent companies, CFOs and legal teams planning India entry.

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    Basics

    5 practical questions answered clearly.

    What is a foreign subsidiary company in India?+

    It is an Indian company controlled by a foreign parent company. For most commercial setups, it is incorporated as a private limited company under the Companies Act, 2013.

    Is foreign subsidiary registration the same as branch office registration?+

    No. A subsidiary is a separate Indian company. A branch office is an extension of the foreign company and usually needs RBI/approval-route planning depending on the activity.

    Can a foreign company start business in India through a private limited company?+

    Yes. Incorporating an Indian private limited subsidiary is one of the most common routes for foreign companies entering India.

    Is a wholly owned subsidiary possible?+

    Yes, in many sectors 100% foreign ownership is possible under the automatic route. Sectoral caps and prohibited activities must be checked first.

    Does the Indian subsidiary get its own PAN and bank account?+

    Yes. After incorporation, the subsidiary gets its own PAN/TAN and can open an Indian bank account subject to bank KYC requirements.

    Eligibility

    5 questions on minimum requirements.

    How many directors are required?+

    A private limited foreign subsidiary generally requires at least two directors.

    Is an Indian resident director mandatory?+

    Yes. At least one director must be resident in India as per Companies Act requirements.

    How many shareholders are required?+

    At least two shareholders are required for a private limited company. They can be individuals or body corporates, subject to proper documentation.

    Can the foreign parent hold almost all shares?+

    Yes, in many cases the foreign parent can hold most or all beneficial ownership, with structuring done to satisfy minimum shareholder requirements and FDI rules.

    Is minimum capital required?+

    There is no fixed statutory minimum paid-up capital for a private company, but practical capital should be planned for operations, banking and FEMA reporting.

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    Documents

    5 questions on paperwork and attestation.

    What documents are required from the foreign parent?+

    Typically, certificate of incorporation, charter documents, board resolution, authorised signatory details, address proof and beneficial ownership details are required.

    Do foreign documents need apostille?+

    Usually yes. Foreign documents may need notarisation and apostille if the country is part of the Hague Convention, or consular attestation where applicable.

    What documents are required for foreign directors?+

    Passport, photograph, address proof, email, mobile and DSC documents are generally required, with notarisation/apostille or attestation depending on residence country.

    What is needed for the Indian registered office?+

    Utility bill, rent agreement or ownership proof, and NOC from the premises owner are commonly required.

    Is DSC required for foreign directors?+

    Yes. Directors signing MCA forms need a valid Digital Signature Certificate.

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    Process

    5 questions on incorporation workflow.

    How is a foreign subsidiary incorporated?+

    The process includes structure review, DSC, name reservation, document drafting, SPICe+ filing, MCA approval and post-incorporation bank/FEMA setup.

    How long does foreign subsidiary registration take?+

    Timeline depends heavily on foreign document apostille and MCA processing. Once documents are ready, incorporation often moves within a few working weeks.

    Can incorporation be done online?+

    MCA filing is online, but foreign document notarisation, apostille, bank KYC and physical signing requirements may vary by country and institution.

    Does name approval come before incorporation?+

    Name can be applied through the incorporation workflow or separately depending on strategy. Name should match MCA naming rules and brand availability.

    Can CompanyJi coordinate with foreign signatories?+

    Yes. We can share document checklists, signing sequence, attestation guidance and incorporation drafts for review.

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    FDI & FEMA

    5 questions on investment rules.

    What is FDI in a foreign subsidiary?+

    When a foreign parent invests share capital into the Indian company, it is treated as foreign direct investment and must follow FDI policy and FEMA reporting rules.

    What is the automatic route?+

    Under the automatic route, eligible foreign investment can come into India without prior government approval, subject to sectoral limits and reporting.

    What is FC-GPR?+

    FC-GPR is a FEMA reporting form filed for issue of shares to a foreign investor after receiving foreign investment and allotting shares.

    Is valuation required?+

    Valuation and pricing norms may apply for share issue to non-residents. It should be planned before remittance and allotment.

    What is FLA return?+

    FLA is an annual foreign liabilities and assets return that may apply to companies receiving foreign investment.

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    Banking

    5 questions on bank and remittance.

    Can the subsidiary open an Indian bank account?+

    Yes, after incorporation. Banks will conduct KYC of the company, directors, shareholders, beneficial owners and authorised signatories.

    When should share capital be remitted?+

    Share capital is usually remitted after incorporation and bank account opening, followed by allotment and FEMA reporting within prescribed timelines.

    Can foreign parent fund expenses before incorporation?+

    Pre-incorporation expenses should be handled carefully with proper agreements, accounting treatment and remittance documentation.

    Will banks ask for parent company KYC?+

    Yes. Banks commonly ask for parent company documents, ownership chart, authorised signatory details and beneficial ownership declarations.

    Can CompanyJi help with bank account documentation?+

    Yes. We can help prepare the standard incorporation and KYC pack required for bank account opening.

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    Compliance

    5 questions after incorporation.

    What compliance applies after incorporation?+

    Statutory audit, accounting, ROC annual filings, income-tax return, board records, GST/TDS if applicable, FEMA reporting and transfer pricing may apply.

    Is statutory audit mandatory?+

    Yes. Indian companies generally require statutory audit irrespective of turnover.

    Does transfer pricing apply?+

    Transfer pricing may apply to international transactions between the Indian subsidiary and its foreign parent or group entities.

    Does GST apply to the subsidiary?+

    GST applies depending on the business activity, turnover threshold, inter-state supply, export of services and other GST rules.

    Can CompanyJi handle annual compliance?+

    Yes. CompanyJi can support accounting, ROC filings, income-tax return, GST/TDS, audit coordination and FEMA reporting.

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    Mistakes

    5 mistakes to avoid.

    What is the biggest mistake in foreign subsidiary setup?+

    The biggest mistake is incorporating first and checking FDI, bank KYC, valuation and FEMA reporting later.

    Can wrong business activity create FDI issues?+

    Yes. Business objects should be aligned with actual activity and FDI sector rules to avoid banking, reporting and approval problems.

    Can document attestation delay the process?+

    Yes. Apostille or consular attestation is often the longest step, so the checklist should be started early.

    Can ignoring beneficial ownership be a problem?+

    Yes. Banks and regulators may require clear ownership and control information, especially when holding companies or layered entities are involved.

    Should the subsidiary receive funds before valuation planning?+

    No. Share issue pricing, valuation and FEMA reporting should be planned before receiving and allotting foreign investment.

    Set up your Indian subsidiary with compliance planned from day one.

    Speak to CompanyJi before you finalise shareholding, director structure, foreign document attestation or remittance timing.