What is the checklist at a glance?
Three groups of documents drive most of the timeline: the foreign parent’s papers, each director’s papers, and proof of the registered office. Prepare all three in parallel. The foreign documents take the longest because they need notarisation and then apostille or consular attestation. Ask each signatory to check that the name and date of birth on every document match the passport exactly, because a mismatch sends the filing back and costs you days.
Note: Our lists come from the latest available MCA guidance and from consultancy sources. The exact document list changes by case.
What does the foreign parent provide?
| Document | Purpose | Authentication |
|---|---|---|
| Certificate of incorporation of the parent | Proves the parent is a legally valid, duly incorporated body corporate | Notarised, then apostilled or consularly attested, depending on your country |
| Board resolution of the parent | Authorises subscription to shares in the Indian company | Notarised, then apostilled or consularly attested, depending on your country |
| Authorised signatory details and identity | Shows who signs for the parent | Notarised, then apostilled or consularly attested, depending on your country |
| Beneficial ownership information | Supports disclosures and the FDI route check | As your adviser advises |
| Trademark certificate, and a no objection letter from the trademark owner | Makes name approval easier when the company name is based on your trademark | The certificate should show an internationally valid mark, as recorded with WIPO; the letter format is as your adviser advises |
The parent’s document list can vary with your parent’s country and structure, so your adviser will confirm it for your case.
What does each director provide?
| Item | Foreign director | Resident director |
|---|---|---|
| Identity and address proof | Passport, plus proof of address not older than 60 days, notarised and apostilled or consularised | Identity and address proofs as the e-form requires |
| Class 3 digital signature certificate | Required | Required |
| DIN | Applied for through SPICe+ | Applied for through SPICe+ |
| Business visa or apostilled physical documents | May be needed in the eMoA and eAoA filings | Not applicable |
The DSC must come from a certifying authority accepted by MCA.
At least one director must have stayed in India for at least 182 days in the financial year. See directors, shareholders and capital.
What proves the registered office?
| Item | Notes |
|---|---|
| Registered office in India from the date of incorporation | Required for every company |
| Proof of address | The Registrar verifies the office through proof of address |
| Own or leased premises evidence | Typically an ownership or lease document and a utility bill |
Read registered office requirements and our nominee director and registered office service if you have no Indian premises yet.
How does apostille work for your country?
Rule of thumb: a notary public notarises the document, then you obtain the apostille in the country where it was issued. India is a party to the Apostille Convention, and MEA states that a document apostilled by another member country needs no further attestation or legalisation for use in India.
- Hague Apostille Convention countries: the parent’s and directors’ documents are notarised by a notary public and then apostilled in that country. An apostilled document needs no further legalisation in India.
- Countries outside the Convention: the route is consular attestation. The documents are notarised, attested by the home country’s foreign ministry, then legalised by the Indian mission.
In ProLead’s experience, foreign-director apostille typically adds 7 to 15 days.
What else do you prepare for the filing?
- Up to two proposed names for the RUN (Reserve Unique Name) form.
- If the name is based on your trademark, the trademark certificate (an internationally valid mark, as recorded with WIPO) and a no objection letter from the trademark owner, so that name approval goes smoothly.
- The eMoA (INC-33) and eAoA (INC-34), filed with SPICe+ (INC-32).
- Electronic stamping for the MoA and AoA, paid in the SPICe+ flow. The amount depends on the state and on authorised capital.
- Details for the linked INC-35 (AGILE-PRO-S): EPFO, ESIC and optionally GSTIN, though in practice it usually makes more sense to apply for GST separately.
Keep scanned copies of every apostilled original and keep the originals safe, since your bank and your advisers may ask to see them again after incorporation. Our incorporation process page walks through the sequence, and the incorporation and registrations service explains what ProLead coordinates. To check your documents against the list, book a free consultation.
Note: Rules and forms change often. This page is general information, not legal or tax advice. Check the current position with a practising Chartered Accountant or Company Secretary before you act.
Frequently asked questions
What documents does a foreign parent company need to incorporate an Indian subsidiary?
Do documents from Hague Apostille Convention countries need an apostille?
What if the parent's country is outside the Apostille Convention?
What proof of registered office is needed?
Do foreign directors need a digital signature certificate?
Sources
General information only, not legal or tax advice. Rules and forms change, so confirm the current position with a practising Chartered Accountant or Company Secretary before you act. See our disclaimer.