A US company or US-resident founder can incorporate an Indian private limited company under the automatic FDI route in most sectors. Director and subscriber documents are notarised in the US and apostilled, digital signatures are issued after video verification, and the company is registered online with the Ministry of Corporate Affairs. At least one director must have stayed in India for 182 days or more in the previous year, and the foreign investment is reported to the RBI within 30 days.
- Document route
- US notary, then apostille from the state Secretary of State
- Time difference
- IST is 9h30 (US Eastern, summer) to 13h30 (US Pacific, winter) ahead
- Law
- Companies Act 2013, FEMA 1999, NDI Rules 2019
- Minimum
- 2 directors, 2 shareholders
Company Setup for Foreigners from the USA: how it works
We start with structure: whether a subsidiary, a branch or a liaison office suits you, and whether your Delaware or other US parent should hold the shares. For a corporate shareholder we need its certificate of incorporation, a good standing certificate and a board resolution, all notarised and apostilled by the relevant Secretary of State. US-resident directors provide passports and proof of address, also apostilled. Digital signature certificates are issued after an online video verification at a time that suits US hours.
We then reserve the name and file the incorporation forms, which also issue PAN and TAN, and open the bank account. The share subscription money must come from abroad through banking channels, after which the FC-GPR is filed with the RBI. We also flag the US side: the Indian company is a controlled foreign corporation for US tax purposes if the US parent controls it, which brings US reporting. Transfer pricing applies to service fees between the US parent and the Indian subsidiary from the first year.
What clients in the USA should know
- Apostilled corporate documents from Delaware are routinely accepted, but the good standing certificate should be recent, ideally under three months old.
- The resident director requirement means you need a trusted person who meets the 182-day test; we can explain options without lending nominees.
- Press Note 3 restrictions do not affect a US parent, but they apply if any beneficial owner is from a country sharing a land border with India.
Step by step from the USA
Video consultation
A call at a time that suits the USA, after we have read your documents.
Documents signed in the USA
US notary, then apostille from the state Secretary of State
Work in India
Our team files, appears and follows up in India, and shares scans of everything filed.
Result and handover
Certified copies and originals are couriered to you in the USA where needed.
The full guide
This page covers what changes when you are in the USA. For the law, the documents and the step-by-step procedure, read our main page on Company Setup for Foreigners, or see all services for clients in the USA and the Doing Business in India practice area.
Questions from clients in the USA
Can all directors live in the US?
No. At least one director must have stayed in India for 182 days or more in the previous calendar year. The others may live in the US.
How long does incorporation take?
Once apostilled documents arrive, usually two to four weeks for incorporation, with the bank account and RBI reporting following.
Does the Indian subsidiary pay tax in the US?
The subsidiary pays Indian corporate tax. The US parent may have US reporting and tax consequences, which your US tax adviser should review.