Documents Required to Register a Subsidiary in India

Getting the paperwork ready early can help a foreign company avoid unnecessary delays when setting up an Indian subsidiary. The exact checklist depends on the parent company, proposed shareholders and directors, where documents are signed, and the type of Indian entity being formed.

1. Documents from the foreign parent company

If a foreign company will own shares in the Indian entity, the filing team will generally need documents that establish the parent’s identity and show that it has approved the proposed investment.

• Certificate of incorporation or equivalent: evidence that the parent company legally exists in its home jurisdiction.
• Constitutional documents: articles, bylaws, memorandum or the equivalent documents used in that jurisdiction.
• Board or shareholder resolution: approval for the Indian investment, share subscription and the person authorised to sign for the parent, as applicable.
• Authorised-signatory details: identity and contact details of the person signing for the parent.
• Parent-company address evidence: provide the form of evidence requested for the relevant filing.

The required set can differ where the shareholder is an individual rather than a corporate parent, or where there are multiple layers of ownership. Ask for a checklist tailored to the actual shareholder structure.

2. Documents from each proposed director and individual subscriber

Collect documents for every person involved in the incorporation and check that names, dates of birth and addresses match across records.

• Passport or other identity evidence accepted for the individual’s role.
• Recent residential address proof, in the format requested for the filing.
• Photograph and contact details, where required.
• Director consent, declarations and other prescribed forms, where applicable.
• Digital-signature and identity-verification information needed for electronic filing.

For an overseas director, the accepted identity and address documents and their authentication requirements should be checked before signing or submitting them. An Indian resident director may have a different document set from a director living abroad.

3. Registered-office documents in India

An Indian company needs a registered office that meets the applicable Companies Act requirements. Depending on the premises and the filing, the supporting documents may include:

• Lease or rent agreement, where the premises are rented.
• No-objection certificate or consent from the owner, where required.
• Recent utility bill or other accepted evidence of the address.
• Ownership or other premises evidence if requested for the specific arrangement.

Check the address documents before filing and confirm that the company is entitled to use the premises. A registered-office arrangement should not be selected on price alone; consider mail handling, access to records and the company’s actual operating needs.

4. Authentication: notarisation, apostille or consular legalisation

Documents executed outside India may need to be notarised, apostilled or authenticated through another prescribed route. The correct method is not identical for every document or country. It can depend on the country where the document is signed, whether the signer acts personally or for a company, and the applicable Indian rules.

Before arranging authentication, send the proposed document list to the professional handling the filing and ask them to confirm:

• Which documents need authentication and which do not.
• Whether notarisation is required before an apostille can be issued.
• Which authority can issue the apostille for the document and place of execution.
• Whether the original, a certified copy, a translation or a particular format is needed.

For US-executed documents, our guide to apostilling US documents for Indian company registration explains the planning questions to check before sending documents for certification.

5. A practical checklist before you submit

1. Confirm the proposed Indian entity, ownership split and director list.
2. Ask the filing professional for a country- and person-specific checklist.
3. Check that names, dates and addresses are consistent across documents.
4. Complete any required notarisation, apostille or other authentication early.
5. Confirm the registered-office evidence and owner consent, where applicable.
6. Keep a record of the signed versions and the originals or certified copies requested.
7. Reconfirm the list against the current Ministry of Corporate Affairs filing requirements before submission.

6. What happens after the documents are ready?

Document collection is one part of the process. The incorporation filing also involves the proposed name, digital signatures, prescribed forms and constitutional documents. Once the Registrar of Companies issues the Certificate of Incorporation, the company may still need to complete banking, capitalisation, tax registrations, corporate filings and foreign-investment reporting, depending on its circumstances.

For the full sequence, read our company registration guide for US businesses or the step-by-step subsidiary incorporation guide.

Official sources to check

• Ministry of Corporate Affairs — current incorporation forms and filing guidance.
• MCA portal — access to company filing services and notices.
• Hague Conference on Private International Law — Apostille Convention — background on the apostille process and participating authorities.

Frequently asked questions

What documents does a foreign company need to set up an Indian subsidiary? The list commonly includes the foreign parent’s certificate of incorporation and constitutional documents, a board resolution approving the investment, details of its authorised signatory, identity and address proof for directors and subscribers, and registered-office evidence. The final list depends on the proposed shareholding and current filing requirements.

Do US parent-company documents need an apostille? Some documents executed in the United States may need notarisation and apostille or another form of authentication. The requirement depends on the document, who signs it, where it is executed and the applicable Indian filing rules. Confirm the exact process before ordering authentication.

Do foreign directors need to provide a passport? A passport is commonly required as identity evidence for foreign directors. Additional address proof, photographs, declarations and verification may also be requested for the relevant filing or digital-signature process.

What documents are needed for an Indian registered office? Depending on the premises and filing, documents may include proof of address, a recent utility bill, the lease or rent agreement, and the property owner’s no-objection certificate. Confirm that the address documents meet the current requirements.

Can the documents be submitted digitally? Many incorporation filings are electronic, but the format, certification and authentication required for supporting documents can differ. Keep clear scans and retain originals or certified copies where the filing professional, bank or authority requires them.

Can the document checklist change by country? Yes. The country where a document is executed, the type of shareholder, the proposed directors and the entity structure can affect authentication and supporting-document requirements.