Indian subsidiary incorporation

An Indian subsidiary is a private limited company whose shares are held by a foreign parent. Rapidfiling incorporates it under the Companies Act, 2013 and lines up the FEMA-side filings that foreign ownership requires.

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Service overview

Foreign companies enter India most often through a private limited subsidiary. The parent can hold up to one hundred percent of a private limited company in most sectors under the automatic route of India's foreign direct investment policy, with sector-specific conditions in some industries. The subsidiary is an Indian company in law, it needs at least two shareholders (the parent plus one nominee, or two foreign shareholders), at least two directors, and at least one director resident in India who has stayed in the country for at least 182 days in the preceding financial year.

Two compliance tracks run together. The Companies Act track is the SPICe+ incorporation, statutory registers, and annual filings. The foreign exchange track covers reporting the investment to the Reserve Bank of India through the Foreign Investment Reporting and Management System, filing Form FC-GPR once the shares are issued, and keeping the Shareholder Agreement and board resolutions aligned with FEMA rules.

Rapidfiling manages the incorporation end to end and coordinates the FEMA filings so the parent's investment is properly reported. Where your sector needs a government approval route or a regulator's licence first, we identify that during scoping, not after incorporation.

Who this service is for

  • Foreign companies setting up an Indian operating arm
  • Global startups opening an Indian development or sales office
  • Groups restructuring their India presence into a clean subsidiary
  • Joint ventures where the foreign parent holds the majority

Scope of support

What support includes

  • Structure review against the FDI policy for your sector
  • DSCs and DINs for the proposed directors, including the resident director
  • SPICe+ incorporation, company PAN, and TAN
  • Coordination of the FEMA-side reporting, FIRMS filings for the parent's shareholding
  • A compliance calendar covering Companies Act and FEMA deadlines

What support does not include

  • Sector regulator licences, quoted separately once identified
  • Resident director nomination services beyond explaining the requirement
  • Transfer pricing and international tax advice, which needs a specialist

Requirements and documents

  • Parent company's incorporation documents, apostilled or consularised where required
  • Identity and address proof of the proposed directors, including the resident director
  • Registered office proof in India with a utility bill and No Objection Certificate or rent agreement
  • The proposed shareholding structure and board composition

How the process works

  1. 1. Enquire and review the structure

    Share the parent's plans through the form. We check the FDI route for your sector and agree the shareholding design.

  2. 2. Documents and DSCs

    We guide the apostille or consular attestation of parent documents and arrange DSCs and DINs for directors.

  3. 3. Incorporation filing

    Name reservation, SPICe+ with the foreign-shareholding annexures, and the Memorandum and Articles are filed with the RoC.

  4. 4. FEMA reporting

    Once shares are issued, we coordinate the FIRMS and FC-GPR reporting that records the parent's investment with the RBI.

  5. 5. Handover

    You receive the certificate, PAN, TAN, and a calendar of Companies Act and FEMA compliance.

Fees and timing

What influences the quote

  • Whether parent documents need apostille or consular attestation
  • Number of foreign and resident directors
  • Whether sector-specific approvals apply

Government fees and professional fees are shown separately in every quote. GST treatment is confirmed in the quote. Rapidfiling does not publish fixed prices for this service; request a quote to receive the fee breakdown for your case.

Enquire about this service

Share your requirement. Our team will review your enquiry and explain the next steps.

Important limitations

  • At least one director must satisfy the 182-day India residency rule
  • Some sectors require government approval or cap foreign ownership, identified during scoping
  • FEMA filings must be made on time; late reporting attracts compounding

Frequently asked questions

Can the foreign parent own 100% of the subsidiary?

In most sectors, yes, under the automatic route, the parent holds 99.99% with one nominee share, or 100% where the structure allows. Some sectors have caps or approval routes; we check yours during scoping.

What is Form FC-GPR?

It is the filing a company makes with the Reserve Bank of India within thirty days of issuing shares to a foreign investor, reporting the investment. It is mandatory and we coordinate it.

Do we need a resident director?

Yes. Every company must have at least one director who has stayed in India for at least 182 days in the preceding financial year. Many groups appoint a trusted India-based manager or professional for the role.

Branch office or subsidiary, which is right?

A branch office needs RBI approval and suits limited liaison work. A subsidiary is a full Indian company and suits operations, hiring, and revenue. We lay out both during scoping.

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Enquire about this service

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