1) Minimum two shareholders are required to incorporate a Private Limited Company in India. The shareholders can either be an Foreign individual or a foreign company.
2) Minimum of two directors are required out of whom one should be a resident in India. Please note that the requirement is resident of India (Not Indian National), which means a foreign national who is an Indian resident is eligible. Indian Resident means any person who has stayed in India for more than 182 days in the previous calendar year.
3) Foreign Investment should be allowed in that Industry.
4) After the company is set up and bank account is opened. The foreign investment which comes into India needs to be reported to the Reserve Bank of India (RBI).
Documents Required to register a private limited Company:
If you want to register a wholly owned subsidiary, then we need the holding company’s documents
- Foreign Company Documents:
- The registration certificate of the foreign company
- Memorandum and Articles of the foreign company
- A board resolution Authorizing the foreign company to invest in India
- Foreign Director
- Utility Bill
- Drivers License
- Passport Size photographs for directors (4 each)
- Indian Resident Director:
- Pan copy is mandatory for the Indian Resident
- ID Proof – Driver’s License/Passport/Voter’s ID
- Address Proof – Bank Statement/Telephone bill
- Registered Office documents:
- Address Proof of place of business (Electricity Bill or Water Bill with full address)
- No Objection Letter from property owner of the office
FDI Reporting to Reserve Bank of India:
Every time a foreign company or a foreign individual invests money into India by setting up a business or investing in an existing business, FDI reporting to Foreign Exchange management department or RBI is mandatory.
The foreign company or foreign national investing in the Indian company must transfer the funds in foreign currency to the Indian Bank account. While doing the bank transfer, you will have to select the purpose code as “Investment” or “Equity investment” or anything similar.
Once the funds reach the Indian bank, the bank will issue a Foreign Inward Remittance Certificate (FIRC). With which we can do FC-GPR filing with RBI.
Advance reporting needs to be filed within 30 days from the date of receipt of the funds. and FC-GPR filing has to be done within 60 days from the date of receipt of funds.
Post Incorporation Licenses:
After the company is registered, it may have to get certain licenses deepening on the nature and size of business. Here are the list of licenses which is required if a company is registered in Bangalore, Karnataka
1) Karnataka Shops and commercial establishment – All companies registered must get this license from the department of labour.
2) Professional Tax enrolment – All companies registered must get this license from the department of professional tax.
3) Employee Professional Tax – (required only when salary payable is more than Rs 15,000 per month to employees)
4) Import Export License – (Required if you are importing or exporting)
5) GST registration – (Required if Company is into export of goods or service, turnover is more than Rs 20 lakhs per year)