Foreign companies expanding to India usually choose to establish a wholly owned subsidiary, typically in the form of a Private Limited Company.
While the incorporation process in India is largely digital, foreign shareholders and directors must submit several identity, address, and corporate documents before the company can be registered.
This guide explains the documents typically required to register a subsidiary company in India for foreign promoters.
1. Documents Required From Foreign Directors
Every Indian company must have at least two directors, and at least one director must be an Indian resident.
Foreign directors must submit the following documents.
Passport Copy
A notarized copy of the passport is required for each foreign director.
The passport must be valid and clearly show:
- full name
- date of birth
- passport number
- nationality
- photograph
If the passport is not in English, a certified English translation may also be required.
Address Proof
Foreign directors must provide address proof such as:
- bank statement
- utility bill
The document should:
- display the director’s full name
- show the residential address
- be issued within the last 1-2 months
Email ID and Phone Number
Each director must provide:
- personal email address
- phone number
These are used for government registrations and digital signatures.
2. Documents Required From Foreign Shareholder Companies
If a foreign company is the shareholder of the Indian subsidiary, the following corporate documents are required.
Certificate of Incorporation
A copy of the certificate of incorporation of the foreign company must be submitted.
This confirms that the company legally exists in its home jurisdiction.
Memorandum and Articles of Association (or equivalent)
Many jurisdictions issue documents such as:
- Articles of Incorporation
- Memorandum of Association
- Corporate Charter
These documents describe the company’s structure and powers.
Board Resolution for India Investment
The parent company must pass a board resolution approving the investment in the Indian subsidiary.
The resolution typically authorizes:
- incorporation of the Indian company
- appointment of directors
- investment of capital
Authorized Signatory Details
The foreign company must designate an authorized representative who will sign incorporation documents on its behalf.
Details required include:
- passport copy
- address proof
- contact details
3. Documents Required for the Indian Resident Director
Indian law requires at least one resident director.
The Indian director must submit:
PAN Card
Permanent Account Number (PAN) is mandatory for Indian directors.
Address Proof
Accepted documents include:
- Aadhaar card
- voter ID
- driving license
- passport
Utility Bill
A recent utility bill (electricity, water, or bank statement) is required to verify address.
4. Registered Office Address Proof in India
Every company must have a registered office address in India.
Documents required include:
Rental Agreement or Lease Agreement
If the premises are rented.
No Objection Certificate (NOC)
A declaration from the property owner allowing the company to use the premises as its registered office.
Utility Bill
A recent electricity bill or property tax receipt for the premises.
The bill should not be older than two months.
5. Document Legalization Requirements
Documents from foreign shareholders and directors must usually be notarized and apostilled in their home country.
This ensures that the documents are legally valid in India.
The legalization requirements depend on whether the country is a member of the Hague Apostille Convention.
Most commonly, documents must be:
- Notarized locally
- Apostilled by the relevant authority in the home country
6. Digital Signature Certificates (DSC)
Indian company registration is filed online through the Ministry of Corporate Affairs (MCA).
Each director must obtain a Digital Signature Certificate (DSC) to sign electronic forms.
The DSC is issued after verifying:
- identity documents
- address proof
- photograph
7. Timeline for Document Preparation
Document preparation often determines the speed of incorporation.
Typical timelines are:
| Step | Typical Timeline |
|---|---|
| Document preparation | 3–5 days |
| Notarization and apostille | 3–7 days |
| Company incorporation filing | 7–10 days |
In most cases, the entire subsidiary setup process can be completed within 15–20 business days.
8. Common Mistakes Foreign Founders Make
Foreign companies often face delays due to:
• incorrect document notarization
• outdated address proof
• missing board resolutions
• mismatch in passport names
Working with an experienced advisor helps ensure the documents are prepared correctly the first time, avoiding delays.
Planning to Set Up a Subsidiary in India?
KRPR & Associates has helped 250+ foreign companies establish subsidiaries in India and manage accounting, payroll, and regulatory compliance.
If you are planning to expand to India, our team can assist with:
- subsidiary company registration
- FEMA and FDI compliance
- accounting and payroll setup
- ongoing regulatory filings
Schedule a consultation with our team to discuss your India expansion plans.