Registration of subsidiary of foreign companies in India or companies with foreign investments requires compliance under the Foreign Exchange Management Act.
Foreign Investment is allowed under two route i.e Automatic Route and Approval Route.
With the Gradual liberalization of the Indian Economy, most of the sectors are allowed investment under the Automatic Route, except for a few sectors like Defence, Automatic Energy, Real Estate where prior approval is required under the Approval Route.
Under the automatic route, no prior permission is necessary, once the investment is brought in, there are prescribed filings to be done. Whereas, under the approval route, prior permission of FIPB (Foreign Investment Promotion Board) is necessary, only with prior approval foreign investment is allowed in sectors covered under the approval route.
Following are the minimum requirement for Registering a company in India
- There should be a minimum of two Directors, one of whom should be a person resident in India ( i.e In India for more than 182 days in the preceding calendar year).'
- The KYC document of the directors i.e ID Proof and Address Proof are required and incorporation certificate and a Board Resolution (form parent company authorizing the incorporation of Indian Subsidiary) is required.
- Wherever docs are signed outside India or foreign origin documents are required to be notarized and apostilled or Certified by Indian Embassy in such a country.
Documents required for Subsidary Company of a Foreign Entity
1. Documents of the Foreign Parent Company
⇒ Certificate of Incorporation of the foreign company (Notarized & Apostilled)
⇒ Memorandum of Association (MoA) & Articles of Association (AoA) of the foreign company (Notarized & Apostilled)
⇒ Board Resolution Authorizing Incorporation of the Subsidiary in India (Notarized & Apostilled)
⇒ Details of the Authorized Representative of the foreign company in India
2. Documents of the Indian Directors & Shareholders
⇒ Identity Proof (Any One)
• PAN Card (Mandatory for Indian citizens)
• Passport (For Foreign Directors)
⇒ Address Proof (Any One, Not Older Than 2 Months)
• Aadhaar Card
• Voter ID
• Driving License
• Passport
⇒ Residential Proof (Any One, Not Older Than 2 Months)
• Bank Statement
• Electricity Bill
• Telephone Bill
⇒ Digital Signature Certificate (DSC) of all directors (Mandatory)
⇒ Director Identification Number (DIN) (Can be applied during registration)
⇒ Passport-size Photographs of all directors
⇒ Email ID & Mobile Number of all directors
3. Nominee Details (For One Person Company Subsidiary, if applicable)
⇒ Identity Proof (PAN Card, Passport, etc.)
⇒ Address Proof (Aadhaar Card, Voter ID, etc.)
⇒ Consent of Nominee in Form INC-3