Overview

India offers immense business opportunities, attracting foreign investors to establish subsidiary companies. Registering an Indian subsidiary company allows foreign entrepreneurs to leverage India's skilled workforce and growing market. The process is governed by the Companies Act, 2013, ensuring a structured approach to incorporation and compliance.

Regulatory Framework

The Indian subsidiary company registration follows the Companies Act, 2013, particularly Section 2(87), which defines a subsidiary company. Additionally, SEBI (Listing Obligation & Disclosure Requirements) Regulation 2015 provides governance rules, focusing on material subsidiaries and related party transactions. The Ministry of Corporate Affairs (MCA) and the Registrar of Companies (RoC) oversee compliance, ensuring legal adherence.

Advantages

1.      Market Entry Opportunities: Access to India's dynamic and competitive market.

2.      Foreign Direct Investment (FDI) Benefits: A structured way for foreign entities to invest in India.

3.      Perpetual Succession: Ensures the company’s continued existence regardless of ownership changes.

4.      Limited Liability Protection: Safeguards shareholders from financial risks.

5.      Separate Legal Entity: Ability to enter contracts, own assets, and operate independently.

6.      Property & Rights Ownership: Subsidiaries can acquire property for operational purposes.

Eligibility Criteria

1.      Minimum of two directors, with at least one being an Indian resident.

2.      Directors must obtain a Director Identification Number (DIN).

3.      No minimum capital requirement for incorporation.

4.      At least two shareholders, which can be individuals or entities.

5.      RBI approval is required for foreign currency exchange regulations.

6.      Compliance with MCA and RoC regulations is mandatory.

7.      The parent company must hold at least 50% of the subsidiary’s total equity share capital.

Documents Required

1.      Proof of Address: Rental agreement or utility bills.

2.      Identification Documents:

o    Foreign nationals: Passport, address proof, latest bank statement.

o    Indian nationals: PAN card, address proof, passport/driving license.

3.      Memorandum & Articles of Association (MoA & AoA).

4.      Power of Attorney: Authorization from the parent company.

5.      Certificate of Incorporation: From the parent company’s country of origin.

6.      Director & Shareholder Documents: DSC, DIN, identity proof, shareholding details.

Registration Procedure

1.      Choose a Company Name: Ensure it meets MCA guidelines.

2.      Obtain DIN & DSC: Mandatory for directors.

3.      File Incorporation Documents: Submit MoA, AoA, and director appointment forms to MCA.

4.      Receive Certificate of Incorporation: Issued upon MCA approval.

5.      Open a Bank Account: Necessary for financial transactions.

6.      Tax Registration: Obtain PAN, TAN, GSTIN, and corporate tax registration.

7.      Register for EPFO & ESIC: Ensures employee social security compliance.

Registration Fees

The cost of registering an Indian subsidiary company ranges between Rs 50,000 to Rs 1,00,000, depending on legal fees, government charges, and professional services.

Fastzeal Support

Fastzeal provides expert assistance throughout the registration process, ensuring compliance and efficiency:

1.       Seamless application filing with RoC.

2.       End-to-end guidance on incorporation and compliance.

3.       Assistance in bank account opening.

4.       Post-incorporation compliance management.

5.       Timely filing of annual returns