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How to Register a Subsidiary in India from Singapore: The 2026 Guide

Why Singapore Companies Choose India

India is one of the most popular destinations for Singapore companies expanding in Asia.

Here is why:

  • Talent. India produces over 1.5 million engineering graduates every year. Singapore companies routinely build their tech, operations, and research teams here.
  • Cost efficiency. A senior software engineer in Bangalore costs a fraction of what the same role costs in Singapore.
  • Time zone alignment. India (IST) is only 2.5 hours behind Singapore (SGT). Your teams can work together in real time.
  • Language. English is the language of business in India. No translation barrier.
  • FDI rules. Singapore companies can own 100% of an Indian subsidiary in most sectors. No local partner required.

Step 1: Choose the Right Structure

For 99% of Singapore companies, the right choice is a Private Limited Company (Pvt Ltd) in India.

Why not a branch office or liaison office?

  • A branch office cannot do most commercial activities and has higher tax exposure.
  • A liaison office cannot earn revenue at all. It is only for market research.
  • A Pvt Ltd gives you full operational freedom, limited liability, and 100% ownership.

The Two-Shareholder Rule

Indian law requires at least two shareholders.

Here is how it works:

  • Shareholder 1: Your Singapore company (holds 99.9% of shares)
  • Shareholder 2: A nominee individual (holds 0.1% of shares)

The nominee is usually your founder or a director of the Singapore entity. This is standard practice — nothing unusual about it.

The Resident Director Rule

Indian law also requires at least one director who has stayed in India for 120 days or more in the financial year.

Most Singapore companies appoint a resident nominee director initially. We can help arrange this.


Step 2: The Paperwork (The Singapore-Specific Part)

This is where most Singapore founders get confused.

India requires proof that your Singapore company is a real, legally registered business. You cannot just email PDF copies. The Indian government needs legalised documents.

The Good News: Singapore is Part of the Hague Convention

Singapore joined the Hague Apostille Convention in September 2021. This means you do not need to go through the Indian High Commission for document legalisation. An Apostille from Singapore is enough.

Who Issues the Apostille in Singapore?

The Singapore Academy of Law (SAL) is the official authority that issues Apostilles in Singapore.

The process is straightforward and can be done online via the SAL website. Costs start from around SGD 10–15 per document.

Your Document Checklist

You need to get these documents Apostilled:

  1. Certificate of Incorporation — Your ACRA-registered company’s birth certificate.
  2. Board Resolution — A document where your Singapore company formally resolves to incorporate an Indian subsidiary.
  3. Memorandum and Articles of Association — Your Singapore company’s constitutional documents.
  4. Passport copies of directors — Notarised (no Apostille needed for personal documents).
  5. Proof of registered address — A utility bill or bank statement for your Singapore office.

Pro Tip: Start this immediately. The Indian incorporation process is fast. The Apostille step is usually where delays happen.


Step 3: Registration in India – Online

Once the legalised documents are ready, the subsidiary registration in India can be done digitally.

We file using a government form called SPICe+. Here is what happens:

1. Reserve your company name

We check availability of your preferred name with India’s Ministry of Corporate Affairs (MCA). If your Singapore company owns a trademark, you get preference.

2. Get Digital Signatures (DSC)

All directors need a Digital Signature Certificate to sign Indian government forms electronically. This is done via video verification — no travel to India required.

3. File the Incorporation Form

We submit the SPICe+ form along with your MOA (Memorandum of Association) and AOA (Articles of Association) for the Indian entity.

Timeline: Government approval typically takes 7 to 10 working days after filing.

Once approved, you receive:

  • Certificate of Incorporation (COI)
  • PAN (Permanent Account Number — India’s equivalent of Singapore’s UEN for tax purposes)
  • TAN (Tax Deduction Account Number)
  • GST registration (if applicable)

Step 4: Banking and Money (FEMA Compliance)

You now have your Indian company. But you are not done yet.

You need to fund it. And in India, all foreign investment is regulated by FEMA — the Foreign Exchange Management Act. Think of it as India’s equivalent of MAS regulations for cross-border money flows.

Here is the process:

1. Open an Indian bank account

You will open a current account with an Indian bank (HDFC, ICICI, HSBC India, or similar). Directors need to complete KYC remotely.

2. Transfer the share capital

Send the initial capital from your Singapore business bank account (DBS, OCBC, UOB, or any bank) to the new Indian account. This is a standard international wire transfer.

3. Get the FIRC

Once the money arrives, ask your Indian bank for a FIRC — Foreign Inward Remittance Certificate. This is your proof of investment. Keep it safe.

4. File Form FC-GPR with the RBI

This is the critical compliance step that most first-timers miss.

Within 30 days of receiving the share capital, you must report this investment to the Reserve Bank of India (RBI) via Form FC-GPR. Missing this deadline leads to heavy penalties.

We handle this filing for all our clients. It is not complicated, but the deadline is strict.


Step 5: Taxes and the Singapore–India DTAA

Corporate Tax in India

New Indian companies enjoy a concessional corporate tax rate of approximately 25% (including surcharge and cess). This is competitive compared to many other jurisdictions.

GST

If your Indian subsidiary provides services exclusively to your Singapore parent, those services are considered exports. Export of services is zero-rated under Indian GST. This means 0% GST on your intercompany invoices.

TDS (Tax Deducted at Source)

India operates a withholding tax system called TDS. When your Indian entity pays salaries, vendor invoices, or fees, a portion is deducted and remitted to the Indian tax department. We manage this monthly.

Transfer Pricing

If your Singapore parent company is paying your Indian subsidiary for services (software development, back office, R&D, etc.), India requires this to be priced at arm’s length — meaning you cannot underpay or overpay to shift profits between countries.

We prepare Transfer Pricing documentation for all our foreign subsidiary clients.

The Singapore–India Double Taxation Avoidance Agreement (DTAA)

This is one of the most important advantages Singapore companies have.

India and Singapore have had a DTAA in force since 1994. Here is what it means for you practically:

  • No double taxation. Income taxed in India is not taxed again in Singapore, and vice versa.
  • Lower withholding tax on fees. Royalties and fees for technical services paid from India to Singapore are capped at 10% withholding tax under the treaty (versus higher domestic rates without the treaty).
  • Dividend repatriation. When your Indian subsidiary pays dividends to your Singapore parent, the treaty provides clarity on applicable tax rates.

To claim DTAA benefits, your Singapore company needs a Tax Residency Certificate (TRC) from IRAS (Inland Revenue Authority of Singapore). This is a simple document to obtain and is valid for one financial year.


Summary Timeline

StepActionTime Required
1Apostille Singapore documents via SAL3–7 days
2Digital Signatures (DSC) for directors2–3 days
3Government Incorporation Approval7–10 working days
4Bank Account Opening10–15 days
5RBI Filing (FC-GPR)Within 30 days of funds received

Total time from start to operational: Approximately 4 to 6 weeks

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