An Indian subsidiary is an Indian private limited company whose shares are held, almost always in full, by a foreign parent. That one sentence hides a lot of state detail. Indian subsidiary registration in Kolkata means ROC West Bengal reviews your file, the CIN comes back stamped with the WB state code, and a queue of state registrations opens the moment you hire your first employee. This page covers that local layer: the reviewing office, the paperwork, the money, and the registrations most foreign parents only discover in month two.
What does an Indian subsidiary mean at a Kolkata address?
On paper the subsidiary is a normal Indian company. The parent holds the shares, at least one resident director sits on the board, and the entity signs contracts, hires staff and pays tax in its own name. What marks it out as a Kolkata company is the CIN. A West Bengal incorporation reads something like U72900WB2024PTC123456, with WB flagging the state of the registered office. Banks, customers and government portals all read that code. The registered office can sit anywhere in the state, from a Sector V floor to a shed across the river, and the reviewing office stays the same.
Who sets up subsidiaries in Kolkata?
Four parent profiles cross our desk most often:
- Overseas machinery and engineering groups placing a fabrication or assembly unit in Howrah, where foundry and engineering workshops already cluster.
- Foreign SaaS and IT parents opening a development subsidiary in Salt Lake Sector V, near STPI Kolkata and the software export belt.
- Trading parents that want an Indian arm to import and distribute through Syama Prasad Mookerjee Port, the oldest operating major port in India.
- Buying houses in leather and jute that need a local entity to contract with units around Bantala and along the Hooghly.
The Howrah pattern deserves a note. An engineering parent usually needs a leased shed, workers on payroll from month one, and machinery imports before any revenue. Each of those triggers a separate registration, so we plan the full sequence before the SPICe+ form goes in.
Which office reviews the filing for a Kolkata subsidiary?
ROC West Bengal examines every incorporation with a registered office in the state. Its correspondence address is commonly given in the A.J.C. Bose Road area, and no visit is ever needed. The entire filing runs on the MCA V3 portal, and neither the foreign directors nor the resident director appears in person. Kolkata is also where the MCA stations its Regional Director for the eastern region, the authority a company approaches later for matters like shifting its registered office to another state.
Let us be honest about one thing. The incorporation forms are identical across India. What changes in Kolkata is the reviewing office, the WB code in your CIN, and the state registrations that follow. For the national mechanics, from FDI routes to apostille rules, read the full Indian subsidiary registration process nationwide. This page stays on the local layer.
What documents should the parent keep ready?
The parent side of the checklist travels through an apostille or notarisation in the home country, so start it first. We ask for:
- The parent company's certificate of incorporation and charter documents, apostilled or notarised.
- A board resolution approving the Indian subsidiary and naming its authorised signatory.
- Passports and address proofs for every foreign director.
- PAN and address proof for the resident Indian director.
- Proof of the Kolkata registered office: rent agreement, the owner's NOC and a recent utility bill.
- Photographs and contact details for all subscribers and directors.
One local point matters here. The registered office address decides which municipal body licenses the business later: KMC inside city limits, Bidhannagar Municipal Corporation for Salt Lake, NKDA for New Town, Howrah Municipal Corporation across the river. It never changes your registrar. All of West Bengal files to the same office.
How long does the Kolkata timeline run?
Plan for 20 to 30 days once the parent starts its paperwork. The sequence looks like this:
- Days 1 to 7: apostille or notarisation abroad, DSC issue for the directors, and name reservation on MCA V3.
- Days 8 to 12: drafting of the charter documents, subscriber sheets and declarations for the foreign signatories.
- Days 13 to 20: SPICe+ filing and ROC West Bengal review, with any resubmission handled by our team.
- Days 21 to 25: CIN, PAN and TAN arrive, and the bank account opens with an AD category bank in Kolkata.
- Days 26 to 30: the parent remits capital, shares are allotted, and the Form FC-GPR reporting to RBI is prepared.
The slow lane is almost always the apostille abroad. A parent in Singapore or Germany that starts notarisation in week one keeps the whole file on schedule.
What does it cost in Kolkata?
The professional fee is ₹24,999 and it does not move midway. The other heads depend on your capital and your home country:
| Cost head | What it covers | How it is charged |
|---|---|---|
| LegalX India professional fee | Drafting, filings and RBI reporting support | ₹24,999 fixed |
| MCA and ROC fees | SPICe+ set, PAN and TAN | Scales with authorised capital |
| Apostille and notarisation | Parent documents in the home country | Billed by the notary abroad |
| West Bengal stamp duty | Incorporation papers | Computed exactly before filing |
| DSC for foreign directors | Digital signatures for e-filing | Included in our fee |
West Bengal fixes stamp duty by the instrument and the sum it carries, so we work out the precise amount before execution instead of quoting a guess. You receive one consolidated estimate before anything is filed, and the invoice matches it.
Which West Bengal registrations follow the certificate?
This is where Kolkata differs most from the national picture, because the state layers its own registrations on top of incorporation.
- Profession tax. The subsidiary takes an employer registration certificate to deduct the tax from salaries and an enrolment certificate for itself. The ceiling sits at ₹2,500 a head each year, and monthly salary deductions go no higher than ₹200.
- Shops and Establishments. An office or unit registers with the state Labour Department under the West Bengal Shops and Establishments Act, 1963, shortly after opening, through the department's online system.
- Trade license. Inside KMC limits the document is a Certificate of Enlistment, applied for on kmcgov.in and renewed every year. A Howrah factory deals with its own municipal corporation, and a Salt Lake office with Bidhannagar.
- GST. Registration becomes compulsory at ₹40 lakh turnover for goods and ₹20 lakh for services, though a subsidiary billing its parent abroad usually registers from day one.
- Payroll. EPF applies from 20 employees and ESI from 10, both registered online. A Howrah fabrication unit typically crosses both thresholds in its first year.
Why do foreign parents work with LegalX India in Kolkata?
Because the coordination problem is real. Documents originate in two countries, and the timeline runs through a notary abroad, ROC West Bengal, an AD bank and three or four state departments. Our team of 50+ CA and CS professionals has handled this work for more than 10 years. The desk that handles your file works out of 58B, Bidhan Park, Taki Road, Barasat, Kolkata 700124, north of the city proper.
Call +91 96356 85435 or leave your number and a CA calls back within 30 minutes. The engagement runs online from the first checklist to the FC-GPR acknowledgment, in your time zone as much as ours.