1. US co. to India Incorporation -
Operational Structure and Benefits
By
Neeraj Goel
Arrow Business Consulting

2. Content
 Whats is Foreign Company
 Requirement to be a foreign company
 Procedure
 Documents Required
 Pramod Vs Chaas Cloud
 Benefits to the company
 Benefits to the Employee

3. What is Foreign Company
 If ABC company registered in USA and wants to
open its new office in India, ABC company then will
be known is foreign company.
 This is known as Wholly Owned Subsidiary
Company in India.
 When a foreign company makes 100 per cent FDI
(Foreign Direct Investment) in India through an
automatic route, the Indian company becomes the
Wholly Owned Subsidiary Company of that Foreign
Company. Let’s say ABC Inc. USA owns 100 per
cent shares in XYZ Pvt. Ltd. Then XYZ Pvt. Ltd.
becomes the Subsidiary Company.

4. Requirement and Procedure
 Minimum two directors
 Minimum two shareholders
 Minimum paid up capital of Rs1 lakh

5. Procedure
 Two directors are required to apply for DSC (Digital Signature Certificate).
 All the directors are required to apply for DIN (Director’s Identification No.).
 Applicant is required to apply for name of the company in Form INC-1.
 After obtaining name approval from ROC, an applicant is required to file form
INC-7 (Application for Incorporation of Company (Other than OPC)), form
DIR-12 (Particulars of appointment of directors and the key managerial
personnel and the changes among them) and form INC-22 (Notice of
situation or change of address of the registered office of the company) along
with Memorandum and Articles of Association of the Company.
 After filing of the incorporation documents, you are required to pay online
ROC fees and Stamp duty. (This is based on the authorized capital of the
company).
 After the payment of ROC fees and Stamp Duty, ROC verifies the filed
documents. Form INC-22 and DIR-12 are approved through the Straight
Through Process (STP) and verifies form INC-7 in detail. ROC may suggest
some changes in the form or attachment. We will have to make changes
accordingly.
 Once ROC is satisfied, Certificate of Incorporation is sent through email.

6. Documents Required
Office address
 Address proof (electricity bill or rent agreement) and latest electricity
bill in case of rented accommodation.
Indian National
 PAN Card (mandatory)
 Address proof (electricity bill, telephone bill, bank statement or
passbook or rent agreement and latest electricity bill in case of
rented accommodation)
 Photo ID Proof (passport, Driving license, voter ID or Aadhar card)
Foreign National
 Passport (mandatory).
 Address Proof (electricity bill, telephone bill, bank statement or
passbook or rent agreement and latest electricity bill in case of
rented accommodation. Document must be certified by the Indian
Consulate).
 Photo ID Proof (Any government license or document containing
name in full, photo and date of birth. Document must be certified by
Indian Consulate).

7. Individual Vs US co.
 US registered co. must have a director
 Individual is investing money
 Recommendations
 Individual can become the Country Manager for US co.
and take Salary.
 Individual can also take Shares from US co, after india
incorporation
 If Individual has H1B Visa, he can also take salary in
dollar
 This is will help Individual to be legally associated with US
co.
 Further he can apply for India Director, however
according to Companies Act 2013, a director will not
serve more than 5 Years. So, Sticking to Country

8. Benefits to Company
 Foreign Company do not need to show and pay taxes in USA,
It will be liable for only Indian Taxes.
 Foreign Company now can take deposits other than
shareholders
 Now we can have One Person Company in India
 Director of Private Company is now also allowed to take part
in proceeding in Borad meetings
 Company can now issue shares without prior permission of
existing shareholders
 Foreign company can pitch for sales and services in USA as a
local presence
 Foreign company can now show Head Quarters in USA and
share the geo locations
 Cost effective to manage India office w.r.t Incorporation,
Taxes, Salaries, opx cost

9. Benefits to Employees
 Working for MNC
 Onsite opportunities
 Cross Culture knowledge
 International Business Exposure
 Job Security and Satisfaction
 More and fast growth opportunities
 Salary correction according to market standards
 Designations according to market and industry
 ITIL Compliance – Process and Procedure
 Six Sigma Compliance - Quality