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Formation of a subsidiary company

bhomesh khirbat (Senior Article) (143 Points)

02 July 2016

I have a private limited company incorporated in INDIA and want to form a subsidiary of the company in INDIA as well. Kindly guide me the process of formation of a subsidiary company in which the holding company and one other individual will be director.

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4 Replies

Jatin Bajaj (CS) (2930 Points)
Replied 03 July 2016

STEP1 : IT IS IMPORTANT TO NOTE THAT EVERY PERSON WHO IS APPOINTED AS DIRECTOR MUST HYAVE DIN

STEP 2: THERE MUST BE DSC OF A EXECUTIVE DIRECTOR AND OF COMPANY SECRETARY IF COMPANY HAS FOR AUTHENCITY OF DOCUMENTS

STEP 3 PROMOTERS MUST PROPOSE TO TAKE 6 NAMES IN ORDER OF PROCEDURE AND MAKE APPLICATION TO ROC OF STATE IN WHICH PROPOSED COMPANY IS INCORPORATED IN FORM INC 1

ATTACHMENTS UNDER INC 1

COPY OF BOARD RESOL;UTION OF EXISTING COMPANY AS PROOF OF NON OBJECTION

PROOF OF RELATION

NOC FROM EXISTING COMPANY

NOC REQUIRED AS PER RULE 8(4)

STEP 4 : DATING AND PRINTING OF MOA

STEP 5 : STAMPING AND SIGNING OF MOA

STEP 6 : DOCUMENTS TO BE SUBMITED TO ROC FOR INCORPORATION OF COMPANY IN INC 7

ATTACHMENTS

COPY OF MOA & AOA DULY SIGNED BY SUBSCRIBERS

DECLARATION IN FORM INC 8 BY ADVOCATE OR PRACTISING CS

AFFIDAVIT IN FORM INC 9 FROM SUBSCRIBERS TO MOA AND PERSON NAMED AS FIRST DIRECTOR

SPECIMEN SIGNATURE IN FORM INC 10

PROOF OF IDENTITY

PROOF OF NATIONALITY IN CASE SUBSCRIBER IS FOREIGN NATION PARTICULARLY PASSPORT

PAN CARD IN CASE OF INDIAN NATIONAL

COPY OF BOARD RESOLUTION AUTHORISING TO SUBSCRIBE TO MOA

STEP 7 : ON RECEIPT AND SATISFACTION OF ABOVE DOCUMENTS ROC SHALL GENERATE CIN

STEP 8 : ON SATISFACTION OF ABOVE DOCUMENTS ROC SHALL GENERATE CERTIFICATE OF INCORPORATION IN INC 11

STEP 9 : COMPANY SHALL FILE WITH REGISTRAR A VERIFICATION OF REGISTERED OFFICE WITHIN 30 DAYS OF INCORPORATION IN FORM INC 22

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bhomesh khirbat (Senior Article) (143 Points)
Replied 04 July 2016

Is it possible for the company to be director of its subsidiary company ?

If yes than please explain the set procedure.

Jatin Bajaj (CS) (2930 Points)
Replied 05 July 2016

Yes, it is possible that the Director of holding Company can be the Director of Subsidiary Company but that director shall not be the whole Time Director of the Company

Procedure :

ensure that consent of Director is obtained in form DIR 2

hold general meeting and pass resolution for appoint of director

company has to file form DIR 12 within 30 days of appointment

following are the attachments along with dir 12

letter of appointment

consent to act as director

Note : for any additional requirement kindly also follow articles of your company

bhomesh khirbat (Senior Article) (143 Points)
Replied 05 July 2016

First of all Thank You for your great reply.

Sir, can you please provide me the format of board resolution and noc since holding company has registered trademark and copyright which the company want to use in Subsidiary company

Thanks in Advance