A US parent typically provides its Certificate of Incorporation and good standing, a board resolution, charter documents and identity and address proofs of its signatory and directors. These foreign documents are notarized and apostilled before use in India. Apostille preparation is usually the longest part of the timeline, so start it first.
← Back to the complete guide: How to Set Up a Subsidiary in India from the USA
Key facts
| Documents from the US parent | Certificate of Incorporation, good standing, charter documents, board resolution, signatory authorization |
|---|---|
| Documents for individuals | Passport, address proof and, for directors, a Digital Signature Certificate |
| Legalization | Notarize, then apostille (US and India are both parties to the Hague Apostille Convention) |
| Cost and time | State apostille fees mostly range from $10 to $20 per document (for example $15 in Texas, $20 in California, $10 in New York); federal documents cost $20 at the US Department of State; processing ranges from same-day at some state counters to 20 or more business days by mail |
| Apostille authority | State Secretary of State for state documents; US Department of State for federal documents |
| India-side documents | Registered office proof, owner's consent and a utility bill |
| Main risk | Wrongly notarized or incomplete documents that must be redone |
Document checklist
| Document | From whom | Apostille needed? |
|---|---|---|
| Certificate of Incorporation or formation of the US parent | US parent (state filing) | Yes |
| Certificate of good standing | US parent (state filing) | Yes |
| Charter documents (bylaws, operating agreement) | US parent | Yes, usually notarized first |
| Board resolution authorizing the investment and signatory | US parent board | Yes, notarized and apostilled |
| Passport and address proof of the signatory and foreign directors | Individuals | Usually notarized or attested; confirm the format required |
| Registered office proof, rent agreement or ownership proof, utility bill | India side | No |
Notarize first, then apostille
An apostille is a certificate under the Hague Convention that confirms the authenticity of the signature, seal or stamp on a public document, so that it is valid in another member country. For a private document, such as a board resolution, the sequence is: sign before a notary, then have the notary's authority apostilled by the Secretary of State of the state where the notary is commissioned. For a certificate issued by the state, the Secretary of State issues the apostille directly. Federal documents are apostilled by the US Department of State.
State differences
Processing times, fees, mail-in or online options and expedited services differ by state. Some states issue electronic apostilles, and acceptance of electronic versions varies. We confirm the format Indian authorities will accept before you order, so you do not repeat the process.
Practical tips
- Order certified copies of state filings first, since apostille is placed on the certified copy.
- Keep dates consistent: the resolution date, signing date and notarization date should be in logical order.
- Obtain good standing and certificates close to the filing date, because recent documents are usually expected.
- Use the exact legal name and address of the US parent everywhere, matching the state records.
- Send one complete courier set of originals to India only if your adviser asks for physical originals.
What this means for a US parent
- Your corporate secretary or counsel can usually order the state documents; your adviser prepares the draft board resolution and signatory forms so they can be signed once. Check that your charter and any investor agreements allow the investment before the board resolution is signed.
Mistakes to avoid
- Notarizing a document with the wrong notary type or missing seal, so the apostille is refused.
- Apostilling a photocopy instead of a certified copy.
- Mismatches between the parent's name or address on different documents.
- Waiting until after incorporation planning to start the US documents.
How AU Corporate handles this
We give you a checklist and drafts for your entity type, and advise on the format Indian authorities will accept.
Related services: India business setup
Official sources
Rules on this page can be verified at the primary sources: Ministry of Corporate Affairs, Reserve Bank of India, Income Tax Department and the GST portal.
Frequently asked questions
What is an apostille?
A certificate that makes a public document from one Hague Convention country valid in another. It replaces consular legalization.
Which US documents need an apostille for an Indian subsidiary, and who issues it?
The US parent's Certificate of Incorporation, Certificate of Good Standing, board resolution and charter documents, and the notarized passports and address proofs of its directors and authorized signatory, all need an apostille before they are used in India. The Secretary of State of the state that issued the document, or of the state where the notary is commissioned, issues the apostille, and the US Department of State apostilles federal documents. India and the US are both Hague Convention members, so no Indian embassy legalization is needed.
Are India and the US both members of the Hague Apostille Convention?
India and the US are both members of the Hague Apostille Convention. Documents apostilled in the US are accepted in India without further consular legalization.
Can documents be signed and apostilled electronically?
Some states offer remote notarization and electronic apostilles, but acceptance of electronic versions varies, so confirm with your adviser first.
How long does an apostille take?
An apostille takes from a few days to a few weeks, depending on the state and the service level chosen. This is usually the main variable in the overall incorporation timeline.
What documents does the US parent need to provide?
A US parent typically provides its Certificate of Incorporation and good standing, a board resolution, identity and address proofs of the signatory and directors, and its charter documents. Foreign documents are notarized and apostilled. The exact checklist depends on the parent's entity type.
What is the time period for registering a company in India?
Registering a company in India typically takes 4 to 6 weeks from receipt of complete documents. The MCA incorporation itself is usually the shortest step, and the main variable is how quickly the apostilled US parent documents are ready. Name approval and digital signatures can run in parallel.
Does the US parent have to travel to India?
A US parent does not have to travel to India to set up a subsidiary. Incorporation can be completed online using apostilled documents and digital signatures. Banks set their own KYC rules, so the bank's verification requirements should be confirmed early.
What documents are needed to remit dividends?
Board and shareholder approvals, the audited accounts showing distributable profits, a Withholding Tax computation with treaty documents (Tax Residency Certificate and Form 41, previously Form 10F), and Form 145 and, where required, Form 146 (previously Forms 15CA and 15CB).
How long does incorporation take?
Incorporation of an Indian subsidiary typically takes 4 to 6 weeks from receipt of complete documents. The main variable is how quickly the apostilled US documents are ready.
What is the cost of incorporating a subsidiary company in India?
The cost of incorporating a subsidiary in India has three parts: government fees (MCA filing fees and state stamp duty, which depend on the authorized capital and the state), the cost of notarizing and apostilling US documents, and professional fees. AU Corporate's indicative setup fee is USD 750 to USD 1,000 for share capital up to ₹10 lakh (about USD 10,300). Annual running costs are additional.
What does an apostille cost in the US?
A US state apostille typically costs $10 to $20 per document (for example $15 in Texas, $20 in California and $10 in New York), and a federal document costs $20 at the US Department of State. Processing ranges from same-day at some state counters to 20 or more business days by mail.
Related guides
Incorporation Process for a US-Owned Indian Subsidiary, Step by Step
The eight steps to incorporate a wholly owned subsidiary in India from the USA: forms, order of steps, typical 4 to 6 week timeline and first 90 days.
Read the guide →Subsidiary vs. Branch vs. Liaison Office vs. LLP: Which Is Right for a US Company in India?
Compare the four ways a US company can enter India: wholly owned subsidiary, branch office, liaison office and LLP. Activities, approvals, tax and control.
Read the guide →Resident Director Rules for an Indian Subsidiary: Who Can Be One and How to Plan
Every Indian company needs a Resident Director who has stayed in India 182 days in the financial year. Who qualifies, options for US parents, and duties.
Read the guide →Funding the Indian Subsidiary: FEMA Rules, Share Allotment and Form FC-GPR
How a US parent invests in an Indian subsidiary: equity, CCPS, ECB, the 60-day allotment rule, pricing, and RBI reporting through Form FC-GPR on FIRMS.
Read the guide →Sources
Last updated 14 October 2026. General information only, not legal or tax advice. Indian rules change often; confirm current requirements before acting.