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Indian Subsidiary of a Foreign Company

Taxed as Indian, not foreign

Indian Subsidiary of a Foreign Company

An Indian subsidiary is taxed at domestic corporate rates. A branch of the same parent is taxed considerably higher.

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The rate difference decides the structure

A company incorporated in India is an Indian company for tax purposes and pays domestic corporate rates. A branch of a foreign company is taxed as a foreign company, at a materially higher rate. For any ongoing business of scale that difference alone usually settles the question, before considering liability, perception or the ability to make downstream investments.

  • The rate difference modelled against a branch before you choose
  • Downstream investment rules explained where the subsidiary will invest
  • Reserve Bank reporting handled within its deadlines

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Compare the routes

Subsidiary against branch and liaison office

Tax rate is the headline difference.

SubsidiaryBranchLiaison office
StatusIndian companyForeign companyRepresentative only
Tax rateDomestic corporate ratesHigher foreign company rateNo income permitted
Can earn revenueYesYes, within approved scopeNo
Approval neededFDI route onlyReserve Bank routeReserve Bank route
Parent liabilityNoYesYes
Downstream investmentPossible, subject to rulesNoNo

Corporate tax rates, foreign company rates, approval routes and downstream investment rules are set by the authorities and change. Every Indian company must have at least one director resident in India, and foreign share subscription must be reported to the Reserve Bank of India within a short period after allotment.

How it works

Setting up the subsidiary

Route, incorporate, report.

01

Confirm the route

Whether the investment is on the automatic route or needs approval, including the land-border country check on beneficial ownership.

02

Incorporate

Resident director arranged, apostilled parent documents prepared, and the company incorporated through the integrated application.

03

Fund and report

Subscription funds received through banking channels, shares allotted at a compliant price, and the Reserve Bank filing made in time.

From the parent

What we need

Apostilled documents and the ownership chain.

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  • Parent name, jurisdiction and ownership chain
  • Whether any owner is in a land-border country
  • Apostilled parent incorporation documents
  • Apostilled board resolution approving the subsidiary
  • Apostilled documents for nominated directors
  • Who will be the resident director
  • Proposed shareholding and capital
  • Sector and activity of the subsidiary
  • Whether downstream investment is planned
  • Whether the parent will charge for services or licence IP
  • Expected revenue and profit
  • Timeline

Scope

What is included, and what is not

Stated plainly, so nothing is added once the engagement starts.

Included in the service fee

  • Route and sector assessment
  • Resident director co-ordination
  • Apostille and documentation co-ordination
  • Incorporation through the integrated application
  • Share subscription and allotment documentation
  • Valuation co-ordination for share pricing
  • Reserve Bank reporting within deadlines
  • Guidance on downstream investment rules

Not included, quoted separately

  • Government fees, paid at cost
  • Apostille, consularisation and translation charges
  • Valuation report fees
  • Share subscription funds
  • Audit and tax audit fees
  • Transfer pricing documentation, quoted separately
  • Tax advice outside India
  • Bank account opening decisions

Verify independently

Official Indian authorities

We file directly with these bodies on your behalf.

Reserve Bank of IndiaMinistry of Corporate AffairsRegistrar of CompaniesIncome Tax DepartmentAuthorised dealer banksController General of Patents, Designs and Trade Marks

Questions

India subsidiary — FAQs

Why is a subsidiary taxed lower than a branch?

Because a company incorporated in India is an Indian company for tax purposes and pays domestic rates, while a branch is taxed as a foreign company at a materially higher rate.

Can the parent own 100%?

In many sectors yes, under the automatic route. Others have caps or need approval, and the land-border country rule applies regardless of sector.

What are downstream investment rules?

Rules governing investment by a foreign-owned Indian company into other Indian companies, which carry their own conditions and reporting. They matter if the subsidiary will acquire or invest.

Is share pricing regulated?

Yes. Shares issued to non-residents must meet pricing requirements, which generally means obtaining a valuation. Pricing informally creates a compliance problem.

What is the reporting deadline after allotment?

Short, and it runs through your bank to the Reserve Bank. It is one of the most commonly missed obligations in Indian inbound investment.

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