MCA ISSUES FAQS ON FOREIGN COMPANIES & SUBSIDIARIES OF FOREIGN BODY CORPORATES – 24 AUGUST 2026

 MCA ISSUES FAQS ON FOREIGN COMPANIES & SUBSIDIARIES OF FOREIGN BODY CORPORATES – 24 AUGUST 2026

STATUTORY FORMS & ANNUAL COMPLIANCE

FORM FC-1:	Must be filed with the Registrar of Companies (ROC) within 30 days of establishing a place of business in India. Subsequent changes or additional projects to an existing office are reported via Form FC-2.
ANNUAL FILINGS:	Foreign branches must submit Form FC-3 (Annual Accounts) and Form FC-4 (Annual Return, detailing parent company info).
CSR OBLIGATIONS:	Foreign companies meeting Section 135 eligibility criteria (including foreign bank branches) are strictly required to comply with CSR and submit Form CSR-2.

 

PERMISSIBLE ACTIVITIES & OFFICE VALIDITY

LIAISON OFFICE (LO):	Acting purely as a communication channel, representing parent entities, or promoting trade/collaborations. Initial RBI approval is valid up to 3 years.
BRANCH OFFICE (BO):	Covers export/import, consultancy, software development, research, and technical support. Unlimited validity. Restricted: BOs cannot undertake retail trading or direct manufacturing/processing.
PROJECT OFFICE (PO):	Executing specific projects. Valid for the project’s duration

NAME RESERVATION RULES (RULE 8 & 8A):

TWO-STEP APPROVAL	Proposed foreign subsidiary names must first be available in the MCA database and pass the similarity test under Rule 8.
TRADEMARK/PATENT AUTHORIZATION:	Parent company authorization or trademark ownership does not override similarity rules. Adding "India" to a parent name is insufficient if a similar company name already exists.
TRADEMARK CONFLICTS:	If an unrelated entity holds a registered wordmark in identical classes, an NOC is mandatory unless activities clearly do not overlap.

DOCUMENT AUTHENTICATION (RULE 9 & RULE 13):

Execution Location Matters:	Document authentication rules depend on the country of execution, not nationality. ·       Hague Apostille Countries (e.g., USA): Requires notarization and apostille ·       Commonwealth Countries (e.g., Malaysia): Notarization alone is sufficient (apostille not required). ·       Exceptions (e.g., Germany, Dubai/UAE): Require notarization and consularization/legalization instead of apostille.
FOREIGN SIGNATORIES	Digital Signature Certificates (DSC) can only be used by foreign nationals physically present in India on a valid Business Visa. Otherwise, physical signing followed by apostille/consularization is required.

LAND-BORDER COUNTRIES & KEY SPECIFICS:

SECURITY APPROVALS:	Directors or entities originating from land-border sharing countries (e.g., China) require prior MHA security clearance via e-Sahaj before receiving a DIN. Subscribers require approvals under FDI policy via DPIIT.
RESIDENT REQUIREMENT:	Foreign companies do not need an Indian citizen or director; they must appoint at least one Authorized Representative resident in India to accept legal notices.
SUBSIDIARIES VS. FOREIGN COMPANIES:	An Indian company 100% owned by a foreign entity remains an Indian company (governed by standard incorporation rules), not a foreign company.

 

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