Overview of Indian Subsidiary Company Registration
Many foreign investors are willing to start their business in India as our nation provides tonnes of opportunities because of its fast-growing market. Any foreign national apart from the citizen of Pakistan and Bangladesh or an entity formed and operating outside India can invest in the Indian market and holds the power to make their own subsidiary company in India by obtaining shares pertaining to the matters of FDI policy of India. Before getting into the process of Indian Subsidiary Company Registration make sure that as a business entity you have at least one Indian Director who must be residing in India and one Foreign Director which is must for forming Indian Subsidiary Company.
A subsidiary company is also called sister company and the company which has control over it is called parent company or holding company. Parent company holds the right to control the subsidiary company either partially or completely.
Companies Act 2013 controls the Indian Subsidiary Company Registration process. As per Companies Act 2013, a subsidiary company can be defined as a company in which a foreign corporate body or parent body has minimum 50% of the entire share capital. Parent company has a grip over a subsidiary company. It is necessary for a subsidiary company to abide by the laws of the nation in which they are planning to establish or are already established. Hence, if a subsidiary company is established in India then it is crucial for the company to follow the law in force in India.
An important thing to keep in mind is that a subsidiary company of a foreign parent company is regarded as a separate legal entity and subsidiary company is obliged to work as per the norms of the country where it is situated. Business personnel can register an Indian subsidiary company as a private limited company or a public limited company.
Benefits of Indian Subsidiary Company Registration
- Brings Foreign Direct Investment
Indian government has approved 100% involvement of FDI in case of fast growing business industries; that is to say, FDI is permitted 100% without any foregoing approval. Although if you are a Partnership firm or LLP or Proprietorship then you may need a beforehand approval from government for FDI.
- Limited Liability
Directors and members of the company have limited liability. They are stringently limited to their company’s share. Limited liability trait protects the Director or member of the company in the time of any loss or financial distress bore by the company. Personal assets of Directors and members will not be at risk due to the loss suffered by the company.
- Perpetual Succession
Perpetual succession means no matter what happens to the members or directors of the company, the company will continue to exist. Insolvency, change in members, death, transfer etc will not have any effect on the existence of the company.
- Scope of Expansion
An Indian Subsidiary Company enjoys all the privileges of a Private Limited Company. The growth and expansion of business is easy because it raises capital from financial institutions, venture capitalist, and the investor.
- Borrow Funds
A fully-owned subsidiary company in India has the benefit of borrowing funds from financial institutions in the form of loans.
- Sue and Sued
Indian subsidiary company acts like a legal person; it can sue and can be sued.
- Obtain Property In India
Foreign subsidiary company works on an independent structure which gives them the authority to buy properties in India.
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Documents Required for Indian Subsidiary Company Registration
Other Crucial Documents
Characteristics of Indian Subsidiary Companies
Indian Subsidiary Company Registration Procedure
MCA has introduced a new form to simplify the process of registration. The form is called SPICe+ form and it consists of 2 parts, which are Part A (Name Reservation process) and Part B (includes all the incorporation application)
Name Reservation process
Once Name reservation process is done, it includes all the incorporation application and these are:
Indian Subsidiary Company registration process is incomplete without obtaining Digital Signature Certificate from the Certifying authority. DSC is a prerequisite need.
No minimum capital is required.
Subsidiary company cannot be formed without having minimum two directors and one has to be the resident of India.
Minimum two shareholders are necessary to form Indian Subsidiary Company.
- Equity Shares
50% of the equity share capital should owned by the parent company.
Director Identification Number of all Directors is necessary.
Following are the Steps for incorporation of Subsidiary Company through SPICe+ form, which are as follows:-
Spice+ Part A
SPICe+ Part B
• Registration with ESIC.
• Registration with GSTIN.
• Bank account number.
• Registration with EPFO.
• Professional Tax Registration.
eMoA and eAoA form
URC-1 INC-9 PDF Generations
Spice + Upload
Overall Attachments required for SPICe+
Overall Attachments required for AGILE –PRO:
Annual Compliances of Indian Subsidiary Company
Indian Subsidiary Company is no different from any other Indian Company and the norms pertaining to the Indian Company are the same for the Indian Subsidiary Company. If the applicant company successfully follow the above mentioned procedure along with the required documents then it will receive the Certificate of Incorporation on time.
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Frequently Asked Questions
- PAN Card information
- Address Proof
- Identity Proof such as Aadhaar Card, Driving License, Voter Id
- Address Proof (Indian Consulate must certify the document)
- Identity Proof (Indian Consulate must certify the document)
Other Crucial Documents
- Directors Identification Number (DIN)
- Digital Signature Certificate (DSC)
- Memorandum of Association (MOA) and Article of Association (AOA)
- No Objection Certificate from the person who owns the property of business place
- Certificate of Incorporation granted by the foreign government
- Residential Proof
- Compliance with Companies Act,2013
- Compliance with Income Tax Act, 1961
- Guidelines with MCA, Ministry of Corporate Affairs
- FEMA Guidelines
- Annual Return with the Registrar of Company (ROC)
- Income Tax Return
- Filing with the RBI, Reserve Bank of India
- Filing with the SEBI, Securities and Exchange Board of India
- Capital -No minimum capital is required.
- Directors - Subsidiary company cannot be formed without having minimum two directors and one has to be the resident of India.
- Shareholders - Minimum two shareholders are necessary to form Indian Subsidiary Company.
- Equity Shares - 50% of the equity share capital should owned by the parent company.
- DIN - Director Identification Number of all Directors is necessary.