Incorporating
a private limited company as Wholly owned
subsidiary
company by a foreign company
The following requirements need to be fulfilled before
incorporating Private limited company.
Under Indian Companies Act, 1956
For incorporating a private limited company, minimum two
directors are required and 2
members/shareholders also known as Promoters/subscribers
are required. Other
requirements are given below:
1. To obtain Director Identification Number (DIN) from
Ministry of Corporate Affairs for each person who intends to become the First Director of the new
company. This is mandatory
requirement.
Incorporating a private limited company as subsidiary
company by foreign company
The following requirements need to be fulfilled before
incorporating Private limited company.
Under Indian Companies Act, 1956
For incorporating a private limited company, minimum
two
directors are required and 2
members/shareholders also known as
Promoters/subscribers
are required. Other requirements are given below:
1. To obtain Director Identification Number (DIN) from
Ministry of Corporate Affairs for each person who intends to become the First Director of the new
company. This is mandatory
requirement.
Documents required
a. A
valid Pass Port
b.
For Address proof - a valid driving license
or latest credit card,statement or latest bank statement or any latest utility
bill.
c. Passport size colour Photographs for each Director 2 copies
Other requirements
The above documents are to be notarized or chief
executive officer of the company has to certify the documents and attest on the
photographs.
2. Digital Signature for filing the documents
on-line
An application form has to be signed for obtaining the
digital signature for the purpose of
signing the forms with Ministry of Corporate
Affairs. This is mandatory for one of the Directors
Documents required
a. A valid Pass Port
b. For Address proof - a valid
driving license or latest credit card
statement or latest bank statement
c. Passport size colour Photograph of the Applicant 2 copies
Other requirements
The above documents are also to be notarized.
Name availability - Six names in
order of preference
Documents required
a.
Corporate/board resolution by the foreign
company duly signed by an
Authorized Signatory
b.
Power of attorney from the Authroised
Signatory in favour of a
person to perform acts in India
To be notarized and attested by Indian Embassy
Other requirements
Board resolution by the Foreign company giving no
objection for incorporating the company in India
with foreign company's name.
To be notarized and attested by Indian Embassy.
Drafting the
Memorandum and Articles of Association
Information required
1. Proposed objects of the company
2. Proposed authorized capital of the company.
3. Place of registered office in India
Signing of Memorandum of Association and Articles
of Association can be done only
after name is approved by the
Registrar of Companies.
Documents required
If the documents are signed by the Authorized Signatory
in the foreign country it should be notarized and attested by Indian Embassy/Consulate.
If the documents are signed in India it should be signed by the power of
attorney holder in India
authorized by the foreigners.
Incorporation of company and obtaining
Certificate of Incorporation
Documents required
Signed copies of Memorandum of Association, Articles of
Association, and declarations and power of attorney.
Obtaining Certificate of Incorporation from Registrar of Companies.
The entire incorporation can be completed within 7 days
Under Foreign Direct Investment
1. To check whether the investment by the foreign
company is coming under automatic
route or approval route. If it is approval route to apply
to Ministry of Commerce, Government
of India, and obtain approval for investment.
2. To open the bank account after the company is
incorporated.
3. To remit the money which was agreed by the Promoters
at the time of incorporation
for the share capital of the company
4. To intimate the bank in annexure 6 regarding receipt
of foreign remittance by the
Indian company along with KYC particulars of remitter.
5. To obtain Unique Identification Number from
Reserve bank of India
6. To allot the shares within 6 months from the
date of receipt of money
7. To file FCGPR with Reserve bank of India within 30 days from the date of allotment and obtain approval from the Reserve
Bank of India.
Income Tax requirements under Income Tax Act.
When a company earns income after all expenses even if it
is one rupee tax has to be paid to the Government. The Current income tax for
the corporate is 30%.
Labour
Laws:
Incorporated
Company has to comply with Labour Laws like Factories Act,1948 ,Provident
Fund Act.
Central
Excise and Service Tax and Commercial Tax:
The
Incorporated company has to comply with Central Excise, Service Tax, Value
Added Tax wherever applicable.
.
.
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