How long does it take to set up a company in India with a foreign parent?

How long does it take to set up a company in India with a foreign parent?

Most of the steps in India come with a published clock. The Ministry of Corporate Affairs (MCA) publishes service standards for its own decisions, counted in working days, and the law gives the company fixed windows to issue the parent's shares, report them to the Reserve Bank of India (RBI) and declare that the parent has paid for them. The time you cannot date in advance sits in the two steps no authority times: the parent's documents being signed, notarised and apostilled abroad, which the incorporation filing waits for, and the bank's own checks before it opens the account. Between those two, the clocks that stretch the Indian side belong to the applicant: how long a reserved name is held, and how long the applicant has to upload, pay for and correct the incorporation form.

The steps run in this order:

Where the investment needs government approval, that approval comes first, ahead of the parent's money; on the automatic route there is no approval step. The forms and documents behind each step are set out in LegalJini's guide to the incorporation steps.

What has to happen abroad before anything is filed in India?

When the parent company subscribes to the Indian company's shares itself, the incorporation filing waits for paper signed abroad. That filing is SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus), the MCA's incorporation form. A corporate first subscriber based outside India cannot file it with the electronic memorandum and articles of association (e-MoA and e-AoA). The parent signs physical copies, they are notarised and apostilled, and the apostilled PDFs are attached to SPICe+, as both the MCA's SPICe+ FAQ and its instruction kit for SPICe+ Part B of February 2026 require.

One error leaves no second chance. If SPICe+ is filed with the e-MoA and e-AoA for a foreign subscriber who does not hold the business visa that rule 13(5)(d) of the Companies (Incorporation) Rules, 2014 requires, the form is liable to be rejected and marked invalid, with no opportunity to re-submit, according to the MCA's FAQ.

The same FAQ lists what is notarised and apostilled: the proof of identity, the parent's certificate of incorporation, the memorandum, the articles, and any other document executed outside India, such as the parent's board resolution. The place where each document is signed decides its route. In a country that is party to the Hague Apostille Convention, a notary there attests the document and it is apostilled. In a country outside the Commonwealth that is not a party, a notary attests it and the Indian embassy authenticates it.

The United States has been a party to the Convention since 15 October 1981 and India since 14 July 2005, according to the Hague Conference's status table, so documents signed in the United States reach India with an apostille and no embassy step. The Convention does not run between India and every other party, so a parent signing in another country should confirm its own route, which LegalJini's document checklist for foreign parents sets out.

While the documents are being signed, the proposed directors can obtain their digital signature certificates (DSCs). The identity verification guidelines of the Controller of Certifying Authorities (CCA), version 2.6 of 16 June 2026, treat an applicant as foreign if the address given is outside India or the identity document was not issued by the Government of India. A foreign applicant submits scanned proof of identity and address, the certifying authority checks the originals on a live video call, and a fresh video check must have taken place within the 2 days before each certificate is issued. The CCA's guidelines ask for no apostille for the certificates themselves. The identity and address proofs filed with SPICe+ for a foreign subscriber or director are still notarised and apostilled where they are executed.

Where the documents will be apostilled in Delaware, the apostille has published service levels. The Delaware Division of Corporations apostilles documents signed by a Delaware notary or a Delaware public official, and processes commercial documents on an expedited basis for an extra fee, at service levels from the next business day down to one hour. It warns that processing times vary with volume in its busy season and that errors in a request delay processing. It will not apostille documents notarised remotely or electronically, so have them signed in person before a Delaware notary. Those service levels cover the apostille alone: the signing and notarising before it and the courier after it run on the parent's own schedule.

How long do the name and the incorporation take at the Ministry of Corporate Affairs?

SPICe+ is filed on the MCA21 Version 3 portal, which every incorporation form has used since 23 January 2023. Its Part B is a single application: according to the MCA's SPICe+ FAQ, it covers the incorporation, Director Identification Numbers (DINs) for the proposed directors, the Permanent Account Number (PAN) and the Tax Deduction and Collection Account Number (TAN), registration with the Employees' Provident Fund Organisation (EPFO) and the Employees' State Insurance Corporation (ESIC), an optional GST number and the request to open the company's bank account. The name and the incorporation are decided at the MCA's Central Registration Centre (CRC).

The MCA's Citizen's Charter, in the 2022-23 edition, sets a service standard of 1 working day to communicate approval of a new company's name, and of 1 working day to flag deficiencies in a complete incorporation application or to approve it and issue the certificate of incorporation. These are service standards for a complete application, and they set no legal deadline.

The clocks that stretch this stage belong to the applicant:

• The name. Under the MCA's SPICe+ FAQ, a name reserved first through SPICe+ Part A is held for 20 days from approval. It can be extended to 40 days for Rs 1,000, then to 60 days for a further Rs 2,000, or straight to 60 days for Rs 3,000, each paid before the current period runs out. Reserving the name first allows two proposed names; filing Part A and Part B together allows one.
• The SRN. Once the form generates its SRN, the signed form must be uploaded within 15 days and the fee paid within 7 days of the upload, or the SRN is cancelled.
• Defect notices. When the RoC finds a defect, the applicant has 15 days from the notice to fix it and re-submit, and the MCA allows two re-submissions, as its instruction kit and FAQ set out. Rule 38 of the Companies (Incorporation) Rules, 2014 caps the total time for re-submission at 30 days. An MCA notice of 12 October 2023 said that the Central Registration Centre processes name and incorporation applications facelessly and at random, and that a re-submitted application normally goes to a different official, so write each re-submission to answer the notice in full on its own.

Reserving the name first gives a second choice of name, but the reservation period starts on approval, and a name left to lapse needs a fresh application. Time the reservation to the apostilled documents, or pay for an extension before the reservation ends if the documents are late. LegalJini's guide to checking a name before you apply covers the search itself.

SPICe+ includes the DIN application for up to three proposed directors who do not hold one, and the DINs are issued when the form is approved. Directors who hold a DIN now file their KYC once every three years, from 31 March 2026, under the Companies (Appointment and Qualification of Directors) Amendment Rules, 2025. The certificate of incorporation carries the company's PAN, and the approval email brings the TAN with it. An MCA notice of 27 April 2023 said that a delay in issuing TANs was holding up certificates of incorporation, and that pending certificates would be issued as soon as the TANs arrived.

When can the company open its bank account and take in the parent's money?

The bank account is requested inside the incorporation filing: every company incorporated through SPICe+ since 23 February 2020 must apply to open its account through the linked AGILE-PRO-S form, as the MCA's FAQ sets out. The bank then makes its own checks before it opens the account, and no authority publishes a time for them.

Once the account is open, the parent can send its share capital. From the day the money arrives, the company has 60 days to issue the shares; if it does not, it must refund the money within 15 days after those 60 days end, under the RBI's Master Direction on Foreign Investment. Shares the parent takes by subscribing to the memorandum are issued at face value, subject to the entry route and sectoral caps. The company delivers the subscribers' share certificates within two months of incorporation, under section 56(4)(a) of the Companies Act, 2013.

The old rule to report the money's arrival to the RBI within 30 days, in the Advance Remittance Form, was deleted from 1 September 2018. The report now follows the share issue.

When can the company start trading?

The certificate of incorporation does not let the company trade. Under section 10A of the Companies Act, 2013, a company with share capital may not commence any business or exercise any borrowing powers until two filings are on record: a director's declaration that every subscriber has paid for the shares it agreed to take, and the verification of the registered office, which section 12(2) asks for within 30 days of incorporation. The declaration is form INC-20A, due within 180 days of incorporation.

INC-20A reports the amount received from each shareholder, and it must attach a photograph of the registered office, outside and inside, with at least one director or key managerial person in it. The office therefore has to be set up before the declaration is filed.

Because the declaration confirms that the subscribers have paid, the bank account and the parent's payment for its shares have to fit inside those 180 days. A company that misses the declaration is liable to a penalty of Rs 50,000, and each officer in default to Rs 1,000 a day, up to Rs 1,00,000. If no declaration is filed within 180 days and the Registrar believes the company is not carrying on business, the Registrar may start action to remove its name from the register of companies.

The investment is reported alongside. Every Indian company that has received or expects foreign investment files an Entity Master on the RBI's Foreign Investment Reporting and Management System (FIRMS), and the company then files form FC-GPR within 30 days of the date the shares are issued, under the RBI's Master Direction on reporting under the Foreign Exchange Management Act (FEMA). LegalJini's guide to the FC-GPR filing covers the form, and its guide to the FEMA filings after incorporation covers the reporting that follows.

GST registration has deadlines of its own. Since 1 November 2025, registration is granted electronically within 3 working days to an applicant the GST portal selects through data analysis and risk parameters, under rule 9A of the Central Goods and Services Tax Rules, 2017, inserted by Notification No. 18/2025-Central Tax. Any other application goes to an officer, who has 7 working days to approve it, or 30 days where the place of business is physically verified, under rule 9. An application the officer does not act on within those periods is deemed approved.

The 30-day path applies where the applicant does not opt for authentication of an Aadhaar number, India's national identity number; where the portal flags the application for physical verification on its risk parameters; or where the officer orders a physical check. If the officer asks for more information, the applicant has 7 working days to reply, and the officer then has 7 working days to decide. Because the portal makes the selection, no one can say in advance which path a new company will take. LegalJini includes GST registration and the Letter of Undertaking (LUT) in its subsidiary set-up.

How much longer does it take when government approval is needed?

An investment on the automatic route needs no prior approval from the Central Government, under the RBI's Master Direction on Foreign Investment, so it has no approval clock. An investment on the government route needs prior approval, and the approval comes before the money is invested. The proposal is filed online through the Foreign Investment Facilitation Portal or the National Single Window System, and the Standard Operating Procedure of 4 May 2026 of the Department for Promotion of Industry and Internal Trade (DPIIT) sets cumulative time limits from filing:

The procedure allows two more weeks where the authority proposes to reject the proposal or to add conditions, and the time the applicant takes to cure deficiencies or supply information does not count.

For an investor from a country that shares a land border with India, taking up to 49% in the specified sectors, with resident Indians holding the majority shareholding and control, the decision is due within 60 days of filing. If the Indian company does not yet exist, the approval letter asks for its certificate of incorporation, memorandum and articles within 60 days of the letter, so the incorporation has to follow the approval closely.

If any owner up the parent's chain is a citizen or entity of a country that shares a land border with India, check DPIIT's land-border rules before the money is sent: some such investments that need no approval are reported to DPIIT before the remittance.

What should the parent do first?

Four decisions sit with the parent, and each fixes part of the timeline before anything is filed:

1. The route. Confirm that the investment is on the automatic route, and check whether any owner up the parent's chain is from a country that shares a land border with India.
2. The signatories. Decide who signs for the parent and in which country or state, so that each document goes to the right apostille office.
3. The directors. At least one director must stay in India for a total of 182 days or more during the financial year, and for a new company the requirement applies proportionately at the end of the financial year in which it is incorporated. Section 149(3) of the Companies Act, 2013 names no nationality or residence status for that director.
4. The registered office. Settle the Indian address early, since INC-20A needs a photograph of the office.

Where none of your people will spend those days in India, the director can come from LegalJini's own team, in a purely operational and non-managerial role: signing only on board approval, with two bank signatories, no part in the business and replacement on notice. LegalJini's resident director in India signs basic operational documents with the MCA, the bank and the RoC, and needs an indemnity from the parent company. LegalJini suggests the parent appoints its own director from its India team 9 to 18 months after set-up and relieves LegalJini's director.

LegalJini's subsidiary set-up service costs a one-time fee of USD 1,500, which includes the FDI and FEMA filings. Send your answers on the four decisions to LegalJini by email or through the callback form on the website; LegalJini replies to every enquiry within 12 hours.

Frequently asked questions

Can I register a company in India myself?

Not on your own. SPICe+ is digitally signed by a director and by the professional who certifies it, so a professional takes part in every incorporation. With LegalJini, no one from the parent company needs to visit India: a LegalJini resident director is appointed in India and handles the work on the ground.

How long does it take to set up a GCC in India?

In LegalJini's practice, a Global Capability Centre (GCC) set-up takes 3 months.

Will the 2026 changes to company law shorten the timeline?

None of them has changed the steps or the clocks for a company formed now. In April 2026 the MCA published draft changes to the incorporation rules for comment, and the Corporate Laws (Amendment) Bill, 2026, introduced in the Lok Sabha, the lower house of India's Parliament, on 23 March 2026, had not been passed by October 2026. The RBI's draft Foreign Exchange Management (Foreign Investment) Rules, 2026 closed for comments on 31 August 2026; when it published the draft, the RBI said that foreign investment is governed by the Foreign Exchange Management (Non-Debt Instruments) Rules, 2019.