Incorporating a foreign subsidiary in India can be a complex process, requiring careful attention to detail and compliance with various regulations. This article provides a comprehensive guide to help foreign companies navigate the process of setting up a subsidiary in India.
Step 1: Documentation
The first step in incorporating a foreign subsidiary in India is to gather the necessary documents. These include:
Memorandum of Association and Articles of Association
Proof of registered office address
Director Identification Number (DIN) for all directors
Digital Signature Certificates
Certificate of Incorporation from the foreign parent company
Step 2: Draft Board Resolution and Power of Attorney
The foreign company must draft a Board Resolution seeking approval to establish a subsidiary in India. Additionally, a Power of Attorney must be drafted authorizing a person in India to file the application for incorporation.
Step 3: Legalize Board Resolution for Name Approval
The Board Resolution must be legalized by obtaining Consulate attestation from the Indian Embassy or Apostille from the Hague Convention.
Step 4: Select Name and Apply for Approval
The subsidiary can use the same name as the parent company or choose a different name. The name must be approved by the Registrar of Companies.
Step 5: Legalize Drafts and Documents for Incorporation
All necessary documents, including the Memorandum of Association and Articles of Association, must be legalized.
Step 6: File Application for Incorporation
The online SPICe+ application must be filed with the Registrar of Companies.
Step 7: Issuance of Certificate of Incorporation and CIN
Once the application is verified, the Registrar will issue the Certificate of Incorporation and Corporate Identification Number (CIN).
Documents Required
Basic documents and legal drafts of the parent foreign company
Documents of directors or shareholders of the Indian subsidiary
Registered office address of the Indian Subsidiary
