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A foreign promoter can incorporate a Private Limited company in India. Following procedure is involved in registering a private limited company in India with foreign promoter(s):

1. Required documents of foreign promoter:

•  Following documents are required to establish identity of the foreign promoter.
• PAN card (not mandatory)
• Passport (Mandatory)
• Local Identity proof issued by Govt, of foreign country where the promoter is citizen
• Proof of Nationality is also required in case of foreign promoter. Passport/ Citizenship card shall be used to establish nationality of the foreign promoter.
• Following documents are required as address proof of the foreign promoter.
• Bank Statement
• Telephone Bill
• Electricity Bill

The address proof should be latest and should not be more than 2 months old on the date of filing registration application with Registrar of Companies.

All of the above documents are required to be authenticated. Different type of authentication is done in the following cases:

• Country which is a party to Hague Apostille Convention, 1961 (“Hague Convention Country”)
• Country in any part of Commonwealth (“Commonwealth Country”)
• Country other than the above

In case of Hague Convention Country, the aforementioned documents are required to be apostilled and notarized before notary (public) of the country of his origin.

In case of Commonwealth Country, the aforementioned documents are required to be notarized before notary (Public) of the country of his origin only.

In case of country other than the above, the documents shall be notarized before the notary (Public) of such country and the certificate of the notary shall be authenticated by a Diplomatic or consular officer.

All the documents should be self-attested. In case the promoter is in India while the company registration is in process, the documents shall be apostilled by the consular officer of the country of his origin in India Further, if the documents are in foreign language; it must be translated by an official translator to English/Hindi and should be duly stamped by the translator. Documents for Company registration are prepared on the basis of the aforementioned documents.

2. Applying for Digital Signature Certificate (DSC):

Digital Signature Certificate (DSC) application form duly signed by the applicant should be submitted to DSC vendor along with aforementioned documents duly apostilled and/or notarized as mentioned above. In case the promoter is in India while the DSC is applied, the documents shall be apostilled by the consular officer of the country of his origin in India. Email Id and mobile phone number are also required for verification by the DSC vendor. Once the application is processed and verification is completed, DSC shall be issued to the promoter.

3. Obtaining Director Identification Number (DIN):

The next step is to obtain DIN of the Director. The application shall be made in form DIR-3 along with documents such as proof of identity, proof of residence (as mentioned above), proof of nationality. The documents should be apostilled and/or notarized as the case may be.

4. Preparing and filing INC-1 for name reservation:

Once the DIN of director(s) is obtained, application for reservation of name is made in form INC – 1.

5. Preparing and filing necessary documents with Roc by subscriber to moa:

The documents for registration of the company are prepared. Following documents are prepared:

1. INC – 9
2. DIR – 2
3. Affidavits
4. MOA & AOA

In case the foreign promoter is present in India during execution of the aforementioned documents, a copy of visa is attached with the form. Visa should be a valid business Visa only.  In case of person holding Overseas Citizen of India (OCI)/ Person of Indian Origin card (PIO), no business visa is required.

If the documents (including subscriber sheet of MOA& AOA) are executed by the foreign promoter in the country of his origin, the same shall be apostilled and/or notarized as mentioned above.

6. Filing forms with Registrar of Companies.

All the executed documents, identity proof, address proof, proof of nationality (duly apostilled and/or notarized as the case may be) are filed with ROC in e-spice forms i.e. INC – 32, INC – 33 and INC – 34.