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Kickstart your venture with efficient company setup, generally processed within a week.
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Ready to Establish Your Subsidiary in India?
Start your Indian Subsidiary Company with professional guidance - setup support from ₹999. Typically completed in 7 working days
HERE'S HOW IT WORKS
1. Fill the Form
Simply fill the above form to get started.
2. Call to discuss
Our startup expert will connect with you & complete legalities.
3. Register Your Indian Subsidiary Company
Get professional assistance with Foreign Subsidiary Company incorporation in India.
SIMPLE & TRANSPARENT PRICING
MOST POPULAR
Indian Subsidiary Company Registration Package
₹999 /one-time
Complete within 7 days
7-day turnaround 100% guaranteed
Incorporation Certificate
Digital Signature Certificate (DSC)
RBI & FEMA Compliance Assistance
GST Registration Assistance
Director Identification Number (DIN)
Complete Documentation Support
Company PAN & TAN
Bank Account Opening Assistance
FDI Compliance Support
Post-Incorporation Advisory
*Government fees are additional and vary based on company structure
4.9/5 based on 1000+ reviews
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IncorpX Prime
An all-inclusive solution for startups and expanding enterprises seeking a streamlined, compliant incorporation process.
Key Benefits
Personalised support from dedicated incorporation specialists.
Application prepared and filed within 2 days.
24/7 customer assistance.
Important Notes
We strive to register your preferred business name whenever feasible.
Alternative name suggestions are provided if the preferred name is not approved.
Package includes first-year compliance services: auditor appointment, annual filings, and related obligations.
INDIAN SUBSIDIARY COMPANY REGISTRATION - AN OVERVIEW
Indian Subsidiary Company Registration is the gateway for foreign companies to establish a strong business presence in one of the world's fastest-growing economies. Governed by the Companies Act, 2013, Foreign Exchange Management Act (FEMA), and regulated by the Reserve Bank of India (RBI) and Ministry of Corporate Affairs (MCA), an Indian Subsidiary offers foreign parent companies a robust legal structure with separate legal identity, limited liability protection, and access to India's massive consumer market.
An Indian Subsidiary Company is a company where 50% or more of the share capital is held by a foreign parent company (holding company). When the parent company owns 100% of the shares, it becomes a Wholly Owned Subsidiary (WOS). This structure allows multinational corporations to operate independently in India while maintaining strategic control through shareholding and board representation.
The Foreign Direct Investment (FDI) policy in India allows 100% FDI in most sectors under the automatic route, making it easier for global companies to enter the Indian market. Sectors like manufacturing, IT services, e-commerce, and pharmaceuticals witness significant FDI inflows through subsidiary structures.
At IncorpX, we specialize in Indian Subsidiary Company Registration for foreign companies across the globe. Our team of expert Chartered Accountants (CAs), Company Secretaries (CSs), and legal professionals guides you through every step - from RBI compliance to name approval, incorporation, and post-registration compliances. We handle the regulatory complexities so you can focus on expanding your business in India.
What is an Indian Subsidiary Company?
An Indian Subsidiary Company is a company incorporated in India where a foreign company (parent or holding company) holds a controlling stake of 50% or more of the total share capital. This legal structure allows foreign corporations to establish a separate legal entity in India that operates independently while being under the strategic control of the parent company.
Under the Companies Act, 2013, a subsidiary is defined under Section 2(87), which states that a company is a subsidiary of another if the holding company controls the composition of the Board of Directors, exercises or controls more than half of the voting power, or holds more than half of the nominal value of issued equity share capital.
The Indian Subsidiary enjoys perpetual succession, meaning it continues to exist even if the ownership or management of the parent company changes. This ensures long-term business continuity and stability for international operations. The subsidiary can own property, enter into contracts, sue, and be sued in its own name - completely independent of the parent company's legal standing.
Key Characteristics of an Indian Subsidiary Company:
Limited Liability:
The liability of the parent company is limited to its investment in the subsidiary. Parent company assets are protected from subsidiary liabilities.
Ownership Structure:
Foreign parent holds 50% or more shares (Wholly Owned Subsidiary when 100% ownership).
Separate Legal Entity:
The subsidiary is a distinct juristic person, capable of owning assets and entering contracts independently.
Board Control:
Parent company controls the composition of the Board of Directors and major strategic decisions.
Did You Know?
India received over $70 billion in FDI in 2023-24, with a significant portion coming through subsidiary company structures. Companies like Google, Microsoft, Amazon, and Samsung operate in India through wholly owned subsidiaries, enjoying the benefits of 100% ownership and local market access.
Types of Subsidiary Companies in India:
Foreign companies looking to establish their presence in India can choose from different types
of subsidiary structures based on their investment preferences, control requirements, and
the sector they wish to operate in.
Wholly Owned Subsidiary (WOS):
In a Wholly Owned Subsidiary, the foreign parent company holds 100% of the share capital.
This structure provides complete control over operations, decision-making, and profits.
WOS is preferred in sectors where 100% FDI is allowed under the automatic route.
Majority Owned Subsidiary:
When the parent company holds more than 50% but less than 100% of the shares, it's a
majority-owned subsidiary. The remaining shares can be held by Indian investors or
strategic partners, providing local market expertise while maintaining control.
Joint Venture Subsidiary:
A joint venture subsidiary involves a foreign company partnering with an Indian company
to share ownership, resources, and risks. This is common in sectors with FDI caps or
where local partnerships are strategically beneficial.
Understanding these subsidiary types is essential before initiating the registration process,
as the choice depends on the FDI policy for your sector, control preferences, and long-term
business strategy in India.
What Are the Key Features of an Indian Subsidiary Company?
An Indian Subsidiary Company offers unique advantages for foreign companies seeking to expand into India. Here are the standout features that make it the preferred choice for multinational corporations:
1. Limited Liability
The parent company's liability is limited to its investment in the subsidiary. Assets of the foreign parent remain protected from subsidiary debts.
2. Separate Legal Entity
The subsidiary operates as an independent legal entity in India, capable of owning property, entering contracts, and conducting business autonomously.
3. Perpetual Succession
The company enjoys uninterrupted existence regardless of changes in the parent company's ownership or management structure.
4. 100% FDI Allowed
Most sectors in India allow 100% FDI under the automatic route, enabling full foreign ownership without government approval.
5. Profit Repatriation
Subsidiaries can freely repatriate dividends, royalties, and profits to the parent company after meeting tax obligations.
6. Access to Indian Market
Gain direct access to India's 1.4 billion consumer market, growing middle class, and skilled workforce.
7. Strategic Control
Parent company controls the Board of Directors, ensuring alignment with global business strategy and decision-making.
8. Tax Treaty Benefits
India has Double Taxation Avoidance Agreements (DTAAs) with 90+ countries, reducing tax burden on cross-border transactions.
9. Local Brand Building
Establish a strong local presence and brand identity in India while leveraging the parent company's global reputation.
10. Credibility & Trust
An incorporated subsidiary enhances credibility with Indian customers, vendors, banks, and government authorities.
Benefits of Registering an Indian Subsidiary Company:
Why do global corporations choose to establish subsidiaries in India? It's not just about market access; it's about unlocking strategic growth opportunities. Here are the compelling benefits:
Parent Company Protection
The parent company's assets are completely insulated from the subsidiary's liabilities. Risk is limited to the capital invested.
Market Access
Direct access to India's 1.4 billion population, rapidly growing middle class, and one of the world's fastest-growing economies.
Easy Profit Repatriation
Dividends and profits can be freely repatriated to the parent company after meeting Indian tax obligations.
Tax Benefits & DTAAs
Leverage India's Double Taxation Avoidance Agreements with 90+ countries and enjoy competitive corporate tax rates.
Skilled Workforce
Access India's vast pool of skilled professionals, engineers, and cost-effective labor for manufacturing and services.
Government Incentives
Benefit from Make in India initiatives, Production Linked Incentive (PLI) schemes, and Special Economic Zone (SEZ) advantages.
Join hundreds of multinational companies successfully operating in India with IncorpX!
Difference Between Subsidiary Company and Other Business Structures for Foreign Companies:
Foreign companies have multiple options to establish their presence in India. While an Indian Subsidiary Company offers full operational independence and limited liability, structures like Branch Office, Liaison Office, or Project Office have their own purposes and limitations. Below is a detailed comparison to help you choose the right structure.
Key Feature
Indian Subsidiary
Branch Office
Liaison Office
Project Office
Joint Venture
Applicable Law
Companies Act, 2013 & FEMA
FEMA & RBI Regulations
FEMA & RBI Regulations
FEMA & RBI Regulations
Companies Act, 2013 & FEMA
Legal Status
Separate legal entity
Extension of foreign parent
Extension of foreign parent
Extension of foreign parent
Separate legal entity
Ownership
50-100% foreign ownership
100% foreign owned
100% foreign owned
100% foreign owned
Shared with Indian partner
Trading/Manufacturing
Full commercial operations allowed
Limited trading allowed
Not allowed
Project-specific only
Full commercial operations
Profit Repatriation
Dividends freely repatriable
Profits can be remitted
Cannot earn income
Project profits remittable
As per shareholding
Liability
Limited to capital invested
Parent fully liable
Parent fully liable
Parent fully liable
Limited to shareholding
RBI Approval
Automatic route for most sectors
RBI approval required
RBI approval required
RBI approval required
Automatic/Government route
Taxation
Domestic company tax rates (22-25%)
Foreign company rate (40%)
Not taxable (no income)
Foreign company rate
Domestic company rates
Duration
Perpetual existence
Subject to RBI renewal
3 years, extendable
Project duration
Perpetual existence
Best For
Long-term operations & expansion
Export/import & consulting
Market research & liaison
Specific projects
Strategic partnerships
Compliance
Standard company compliance
Annual reporting to RBI
Annual reporting to RBI
Project-specific reporting
Standard company compliance
Examples
Google India Pvt Ltd, Microsoft India
HSBC Branch Office
BMW Liaison Office
Construction contracts
Maruti Suzuki, Tata-Starbucks
Pros and Cons of Registering an Indian Subsidiary Company:
Explore the comprehensive pros and cons of forming an Indian Subsidiary Company. This table provides an in-depth comparison of essential factors such as limited liability, market access, compliance responsibilities, and operational flexibility to help you make an informed decision for your global expansion.
Aspect
Advantages
Disadvantages
Limited Liability
Parent company's liability is strictly limited to its investment in the subsidiary. Global assets remain protected from Indian business risks.
For certain financing arrangements, parent company guarantees may be required, exposing the parent to additional liability.
Separate Legal Entity
Operates independently as an Indian company. Can own property, enter contracts, and conduct business autonomously.
Requires maintaining proper corporate governance, separate books of accounts, and statutory compliance.
Market Access
Direct access to India's 1.4 billion consumers, growing middle class, and one of the world's fastest-growing economies.
Understanding local market dynamics, consumer preferences, and competition requires significant investment.
FDI Benefits
100% FDI allowed in most sectors under automatic route. Eligible for Make in India and PLI scheme incentives.
Some sectors have FDI caps or require government approval, limiting investment flexibility.
Tax Advantages
Lower domestic company tax rates (22-25%) compared to branch office (40%). Access to DTAA benefits for reduced withholding taxes.
Complex transfer pricing regulations and compliance requirements for international transactions.
Profit Repatriation
Dividends can be freely repatriated after payment of dividend distribution obligations.
Dividend distribution may attract additional taxes and requires proper documentation for remittance.
Operational Control
Parent company can control board composition and strategic decisions while maintaining local management.
Requires at least one resident director in India, which may involve finding suitable local talent.
Brand Building
Establish strong local brand presence and credibility with Indian customers, vendors, and government authorities.
Building brand recognition in a new market requires significant marketing investment and time.
Compliance
Standard company compliance is well-documented with clear guidelines. Professional support readily available.
Clear legal framework for winding up, merger, or sale of the subsidiary if business strategy changes.
Winding up process can be time-consuming and involves multiple regulatory approvals.
Minimum Requirements for Indian Subsidiary Company Registration:
At least 2 shareholders (one must be the foreign parent company)
Minimum 2 directors must be appointed
At least one director must be an Indian resident
Parent company must hold minimum 50% shares (100% for WOS)
Registered office address in India is mandatory
Director Identification Number (DIN) for all directors
Digital Signature Certificate (DSC) for directors and authorized signatories
FDI compliance based on sector-specific regulations
What Are the Documents Required for Indian Subsidiary Company Registration?
To ensure a smooth registration process, foreign companies must provide specific documents for incorporation. The Ministry of Corporate Affairs (MCA) and Reserve Bank of India (RBI) require identity and address proof for all directors and shareholders, corporate documents of the parent company, and proof of the registered office address in India. Here is the complete checklist:
Category
Document Type
Specific Examples
Purpose
For Foreign Parent Company
Certificate of Incorporation
Incorporation certificate from home country (apostilled/consularized)
Proves legal existence of the parent company
Board Resolution
Resolution authorizing investment and appointment of representatives
Authorizes subsidiary incorporation and investment in India
Memorandum & Articles
MoA/AoA or equivalent charter documents (apostilled)
Confirms parent company's authority to invest abroad
For Foreign Directors
Identity Proof
Valid Passport (notarized and apostilled)
Establishes identity of foreign directors
Address Proof
Utility Bill or Bank Statement (notarized, not older than 2 months)
Verifies residential address of foreign directors
For Indian Directors
Identity Proof
PAN Card (Mandatory), Aadhaar Card, Passport
Establishes identity of Indian directors as per Companies Act
Address Proof
Recent Utility Bills or Bank Statements (not older than 2 months)
Verifies residential address of Indian directors
For Company Registration
Registered Office Proof
Utility Bill or Property Tax Receipt (not older than 30 days)
Verifies the registered office address in India
Rent Agreement / NOC
Rental agreement or No Objection Certificate from property owner
Grants permission to use premises as registered office
Memorandum of Association (MOA)
Document defining company objectives and scope
Outlines business purpose and range of operations
Articles of Association (AOA)
Governing document of internal rules and structure
Provides clarity on company governance
For FDI Compliance
Foreign Inward Remittance Certificate
FIRC from authorized dealer bank
Proof of foreign investment received in India
KYC of Ultimate Beneficial Owner
Declaration and proof of beneficial ownership
Compliance with RBI and FEMA regulations
Step-by-Step Process for Indian Subsidiary Company Registration
Registering an Indian Subsidiary Company involves compliance with both MCA and RBI regulations. At IncorpX, we handle the entire incorporation process, ensuring seamless coordination between regulatory bodies. Here is the roadmap:
Step 1: Digital Signature Certificate (DSC)
Obtain DSCs for all proposed directors (both foreign and Indian). For foreign directors, the DSC application requires apostilled documents. We assist in obtaining Class-3 DSCs from authorized certifying agencies.
Step 2: Director Identification Number (DIN)
Every director needs a unique DIN. For foreign nationals without existing DIN, we apply through the SPICe+ incorporation form. Existing DINs can be used if the director is already registered with MCA.
Step 3: Name Approval (RUN Service)
Choose a unique name for your Indian subsidiary. The name should reflect the parent company's brand while complying with MCA naming guidelines. We check availability and apply for name reservation.
Step 4: Filing SPICe+ Form
File the SPICe+ (Part A & B) form with MCA along with MOA, AOA, and all required documents. This integrated form also applies for PAN, TAN, GST, EPFO, and ESIC registration simultaneously.
Step 5: Certificate of Incorporation (CoI)
Upon verification and approval by the Registrar of Companies (RoC), the Certificate of Incorporation is issued. This legally establishes your subsidiary as an Indian company.
Step 6: Bank Account & Capital Infusion
Open a corporate bank account and receive the foreign investment from the parent company. File FC-GPR with RBI within 30 days of share allotment to comply with FEMA regulations.
Get your Indian Subsidiary registered in just 7-14 days with IncorpX!
Mandatory Compliance Checklist for Indian Subsidiary Companies:
Registering your Indian Subsidiary is just the first step. To maintain legal validity and avoid penalties, it's crucial to comply with both MCA and RBI regulations. Here's a comprehensive table outlining all essential compliance requirements:
Aspect
Compliance Requirement
Frequency
Why It's Important
Annual Return Filing
File Form MGT-7 containing details of shareholders, directors, and business activities.
Annually (within 60 days of AGM)
Ensures accurate record-keeping with MCA and reflects company governance.
Financial Statements
Submit Form AOC-4 including balance sheet, profit & loss account, and auditor's report.
Annually (within 30 days of AGM)
Discloses financial performance and builds stakeholder confidence.
FC-GPR Filing
Report foreign investment to RBI via Form FC-GPR after share allotment.
Within 30 days of allotment
Mandatory FEMA compliance for all FDI inflows.
Annual Return on FDI
File Annual Return on Foreign Liabilities and Assets (FLA) with RBI.
Annually (by July 15)
Reports foreign investment position to Reserve Bank of India.
Board Meetings
Hold a minimum of 4 board meetings per financial year with a maximum 120-day gap.
Quarterly
Supports transparent decision-making and corporate governance.
Annual General Meeting
Conduct AGM to approve financials, appoint auditors, and discuss key resolutions.
Annually (by September 30th)
Fosters shareholder involvement and statutory accountability.
Director KYC
Submit Form DIR-3 KYC to validate and update director details in MCA records.
Annually
Prevents disqualification and ensures up-to-date information.
Income Tax Filing
File Form ITR-6 declaring income, deductions, and tax liabilities.
Annually
Mandatory under Income Tax Act for corporate entities.
Transfer Pricing Report
Maintain transfer pricing documentation for international transactions with parent company.
Annually
Ensures arm's length pricing and tax compliance.
Statutory Audit
Conduct a financial audit by a Chartered Accountant registered with ICAI.
Annually
Verifies financial integrity and legal accuracy of accounts.
Commencement of Business
File Form INC-20A to declare commencement of business activities.
Within 180 days of incorporation
Mandatory to activate business operations legally.
Why Choose IncorpX for Indian Subsidiary Registration?
100% Online Process: Complete registration from anywhere in the world.
Transparent Pricing: No hidden charges. Starting at just ₹999.
Fast Incorporation: Get your subsidiary registered in as fast as 7 days.
Expert Support: Dedicated CA/CS with FDI expertise throughout the process.
End-to-End Service: From RBI compliance to incorporation and bank account opening.
Global Experience: Successfully incorporated subsidiaries for companies from 50+ countries.
FAQs on Indian Subsidiary Company Registration
Establishing an Indian Subsidiary Company is a strategic decision for foreign companies looking to expand into the Indian market. With expert guidance and proper documentation, the registration process can be smooth and efficient. We've compiled answers to the most frequently asked questions to help you understand the process better.
These FAQs cover everything from FDI regulations to compliance requirements, helping you make informed decisions about your India expansion strategy.
There is no minimum capital requirement to set up a subsidiary company in India. However, the investment should be sufficient to meet operational requirements and demonstrate serious business intent.
Yes, a foreign company can own 100% of an Indian subsidiary in sectors where 100% FDI is permitted under the automatic route. This is called a Wholly Owned Subsidiary (WOS). Some sectors have FDI caps requiring government approval.
For most sectors, FDI is allowed under the automatic route, meaning no prior RBI approval is needed. However, post-investment reporting via FC-GPR is mandatory. Sectors under the government route require prior approval.
Yes, as per the Companies Act, 2013, every company incorporated in India must have at least one director who is an Indian resident (stayed in India for 182+ days in the previous calendar year).
A subsidiary is a separate legal entity registered under Indian law with limited liability. A branch office is an extension of the foreign parent company with unlimited liability and requires RBI approval. Subsidiaries enjoy domestic company tax rates, while branches are taxed at higher foreign company rates.
Yes, dividends declared by the Indian subsidiary can be freely repatriated to the foreign parent company after meeting Indian tax obligations. There are no restrictions on dividend repatriation under current FEMA regulations.
Indian subsidiary companies are taxed as domestic companies at rates of 22% (existing companies) or 15% (new manufacturing companies under Section 115BAB). This is significantly lower than the 40% rate applicable to branch offices.
FC-GPR (Foreign Currency - Gross Provisional Return) is a form to be filed with RBI within 30 days of issuing shares to foreign investors. It reports the foreign investment received and share allotment details. Non-compliance can result in penalties.
With all documents in order, an Indian subsidiary can be registered in 7-14 working days. The timeline depends on document readiness, name availability, and MCA processing times.
Yes, the subsidiary can enter into commercial arrangements with the parent company, including service agreements, licensing, and supply contracts. These transactions must comply with transfer pricing regulations and be at arm's length.
Documents from countries that are signatories to the Hague Convention need to be apostilled. These include:
Parent company's Certificate of Incorporation
Board Resolution authorizing investment
Memorandum and Articles of Association
Passport copies of foreign directors
Yes, the Indian subsidiary can have a completely different name from the parent company. However, many companies choose to include the parent company's brand name for recognition and trust.
Key ongoing compliances include:
Annual Return (Form MGT-7) and Financial Statements (Form AOC-4)
Annual FLA Return to RBI
Director KYC (Form DIR-3 KYC)
Income Tax Returns and Statutory Audit
Transfer Pricing documentation
GST registration is mandatory if the subsidiary's annual turnover exceeds ₹40 lakhs (goods) or ₹20 lakhs (services), or if it is involved in inter-state supply of goods or services.
Converting between a subsidiary and branch office is complex and not straightforward. It typically requires winding up one entity and establishing the other. It's important to choose the right structure from the beginning.
Non-compliance with FEMA and FDI regulations can result in:
Monetary penalties up to three times the amount involved
Compounding of violations
Legal action by enforcement authorities
Restrictions on future investments
Yes, foreign nationals can work in India for the subsidiary with appropriate employment visas or business visas. The subsidiary can sponsor visa applications and assist with work permit requirements.
Transfer pricing refers to pricing of transactions between related parties (like parent and subsidiary). Indian tax laws require these transactions to be at arm's length (market value) to prevent profit shifting. Proper documentation is mandatory.
Yes, the Indian subsidiary can raise loans from Indian banks and financial institutions like any domestic company. The subsidiary's creditworthiness and parent company guarantee (if any) will be evaluated.
