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USA to India · Exit

Exit and restructuring for a US parent

CA Utsav Dogra, Chartered Accountant, ICAI M. No. 542375 · Updated

In brief

A US parent can exit by sale, buyback, voluntary liquidation or merger. Gains on Indian shares: Left to domestic law, so India can tax the gain. Where India taxes, long-term gains on unlisted shares are taxed at 12.5%. US-side elections, such as Section 338(g), should be coordinated with the Indian steps before signing.

What is specific to US companies

Because the treaty leaves gains to domestic law, a sale of the Indian shares by the US parent is taxable in India. US elections such as Section 338(g) and check-the-box changes should be agreed before signing so the Indian and US steps line up.

Our services

How SU and Company helps

We plan and carry out exits and reorganisations on the Indian side.

  • Valuation and FEMA pricing
  • Tax computation on gains
  • FC-TRS and closure filings
  • Liquidation, merger and strike-off steps
Send a queryFEMA and RBI reporting

Questions

How long does a voluntary liquidation take?

Usually many months, depending on tax and regulatory clearances.

General information as at 5 November 2026, not advice for a particular case. Indian and US rules change often; confirm the current position before acting. US law points should be confirmed with a US adviser.

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