Foreign direct investment in India has mainly have two entry routes, Automatic & Approval route, FDI under approval route requires approval of FIPB before making investment in India were as no prior approval require for making FDI through automatic route, although post intimation to RBI (Reserve bank of India) within 30days of receipt of investment money in India and particulars of allotment of shares is required.
A foreign entity can enter in Indian business market mainly by two options, either by establishing a Liaison/Branch/Project office in India or incorporating a “PUBLIC LIMITED COMPANY” that is subsidiary of the foreign company intending to make FDI (Foreign Direct Investment) in India.
A Public limited company is company under companies Act 2013 which has a separate legal existence from its members and allows to offer shares to general public. These companies are required to add word ‘limited’ after their names and must have minimum three directors and minimum seven members to incorporate, There is no restriction on the maximum number of members in comparison to a private limited company where maximum no members shall not exceed 200 . These companies can raise funds from general public by selling its shares and the shares allotted to the members are freely transferable. Public limited companies have perpetual succession and the liability of each member is limited to the extent of the amount of shares subscribed by them, It is a preferred form of incorporation for companies who intend to list their share on any stock exchange having nationwide trading terminal.
As a juristic legal person, both company and members have separate legal identity that is distinct from each other. Unlike members/shareholders, company is not a natural person but though it can purchase or sell properties in its own name, can sue or be sued by/from parties without any restrictions.
A company’s existence is uninterrupted and continues for a indefinite period, death or insolvency of its shareholder(s) does not affect the continuity of business. A member may come or go but the company continues to exist for long, until it is legally dissolved.
Atomic Energy Lottery Business Gambling and Betting Business of Chit Fund. Nidhi Company Agricultural (excluding Floriculture, Horticulture, Development of seeds, Animal Husbandry, Pisciculture and cultivation of vegetables, mushrooms, etc. Housing and Real Estate business (except development of townships, construction of residen-tial/commercial premises, roads or bridges Trading in Transferable Development Rights (TDRs). Manufacture of cigars, cheroots, cigarillos and cigarettes, of tobacco or of tobacco substitutes.
Public limited companies are required to have minimum three directors out of which one should be compulsorily a resident of India, rest other directors can be foreign nationals.
Public company does not have to comply with any minimum capital requirement, although fee must be paid to the Government for issuing a minimum of shares worth Rs.1 lakh [Authorized Capital Fee] during the incorporation of the Company.
Public companies have may option open for raising funds such as issue of shares to public, issue of debentures, public deposits and loan from banking and financial institutions Banking and financial institutions prefer to lend large financial assistance to a public limited company rather than partnership firms or proprietary concerns. Public company has varied option to raise money.
Obtaining DSC is the first and foremost step while incorporating private limited company and it can be applied online through any of the authorised dealers. Application for DIN is filled through online mode in prescribed Form DIR-3 based on the information of the applicant and is to be submitted before the Ministry of Corporate Affairs website i.e. www.mca.gov.in along with the requisite documents of the applicant and prescribed fees.
Application for reservation of the name for the proposed company is required to be filed online in prescribed Form INC-1 along with minimum one and maximum six proposed name in order of preference and is to be submitted before the Ministry of Corporate Affairs website i.e. www.mca.gov.in by paying the prescribed fees.
Incorporation documents Such as Memorandum of association (MOA) and Articles of association (AOA) along with various declaration from directors/members (INC-9,DIR-2,MBP-1) are drafted and filled before the registrar in Form- INC-7,INC-22 and DIR-12 along with the prescribe fees and stamp duty as prescribe rates of Government.
After due scrutiny and verification of documents submitted by the applicant, the ROC will issue certificate of Incorporation if everything goes fine otherwise requirement of resubmission would be raised up. The time period in receiving Certificate of Incorporation may vary and depending on the location and other factors.
The Director needs to be over 18 years of age and must be a natural person. There are no limitations in terms of citizenship or residency. Therefore, even foreign nationals can be Directors in a Indian Private Limited Company.
No, you will not have to be present at our office or appear at any office for the incorporation of a Limited Company. All the documents can be scanned and sent through email to our office. Some documents will also have to be couriered to our office.
Generally, to incorporate a Limited Company it takes around 14-20 days. The time taken for incorporation will depend on submission of relevant documents by the client and speed of Government Approvals. To ensure speedy incorporation, please choose a unique name for your Company and ensure you have all the required documents prior to starting the incorporation process.
Once a Company is incorporated, it will be active and in-existence as long as the annual compliances are met with regularly. In case, annual compliances are not complied with, the Company will become a Dormant Company.
Director Identification Number is a unique identification number assigned to all existing and proposed Directors of a Company. It is mandatory for all present or proposed Directors to have a Director Identification Number. Director Identification Number never expires and a person can have only one Director Identification Number.
Yes, a NRI or Foreign National can be a Director in a Limited Company after obtaining Director Identification Number. However, at least one Director on the Board of Directors must be a Resident India.
100% Foreign Direct Investment is allowed in India in many of the industries under the Automatic Route. Under the Automatic Route, only a post-investment filing is necessary with the RBI indicating the nature of investment made. There are a few industries that require prior approval from the RBI, in such cases, approval must first be obtained from RBI prior to investment.
No, there are two types of Public Limited Company, unlisted and listed Public company. Unlisted public company has no right to list their shares in Stock Exchanges and only listed companies has the right to list its shares in Stock Exchange. But if you want to register yourself as Listed Public Limited Company, huge compliance and more documentation is involved and it will delay the incorporation process. You can register as unlisted Public Company and then can convert yourself as Listed Public Limited Company.
Yes, an NRI or Foreign National can be a Partner after obtaining a DPIN. At least, one of the partners have to be a resident Indian citizen.
To incorporate a Limited Company, a minimum of seven people are required. A Limited Company must have a minimum of three Directors and seven shareholders.
An address in India where the registered office of the Company will be situated is required. The premises can be a commercial / industrial / residential where communication from the MCA will be received.
Identity proof and address proof is mandatory for all the proposed Directors of the Company. PAN Card is mandatory for Indian Nationals. In addition, the landlord of the registered office premises must provide a No Objection Certificate for having the registered office in his/her premises and must submit his/her identity proof and address proof.
To incorporate a Company quickly, make sure the proposed name of the Limited Company is very unique. Names that are similar to an existing private limited company / limited liability partnership / trademark can be rejected and additional time will be required for resubmission of names.
A Digital Signature establishes the identity of the sender or signee electronically while filing documents through the Internet. The Ministry of Corporate Affairs (MCA) mandates that the Directors sign some of the application documents using their Digital Signature. Hence, a Digital Signature is required for all Directors of a proposed Company.
A limited company must hold a Board Meeting at least once in every 3 months. In addition to the Board Meetings, an Annual General Meeting must be conducted atleast once every year.
Yes, NRIs / Foreign Nationals / Foreign Companies can hold shares of a Limited Company subject to Foreign Direct Investment (FDI) Guidelines.
Worry not; there is no need to show the authorized capital amount in your company bank account. Just open a bank account on company name and run your business.
Yes, however a person needs to appoint an alternative director on behalf of that investing company.
Yes, a salaried person becomes a director, there are no legal bondages in this but you may have to go through with your employment agreement if it contains any restrictions on doing so.
Documents required from Directors/Promoters
Documents for Registered Office of Proposed incorporated company.
Documents required for Foreign Company