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/ Foreign Clients · CS Services · Updated 2026-10-14

Company Secretarial services, India ROC compliance remote.

Indian subsidiary of a foreign parent must run a full Company Secretarial compliance calendar: board meetings, AGM, AOC-4, MGT-7, DIR-3 KYC, DPT-3, Form PAS-6, resolutions, statutory registers. For foreign-shareholder companies, all of this can be delivered remotely by an Indian CS. BQP integrates CS + CA + tax compliance under one engagement — one firm, one calendar, no gaps.

DC

Written by CA Durgesh Chavda

Chartered Accountant (ICAI) · Founder, Bharat Quantum Prospera · US incorporation, India-US DTAA, FEMA ODI, NRI taxation, cross-border structuring · LinkedIn

/ The CS compliance calendar

Monthly / quarterly / annual.

Annual filings:

  • AOC-4: financial statements filing within 30 days of AGM (typically 30 October).
  • MGT-7 / MGT-7A: annual return within 60 days of AGM (typically 29 November). MGT-7A for small companies / OPCs.
  • DIR-3 KYC: annual KYC filing for every DIN holder by 30 September.
  • DPT-3: annual return of deposits + exempted deposits by 30 June.
  • Form 23B: appointment of auditor (first time + rotation).

Half-yearly filings:

  • PAS-6: Reconciliation of Share Capital Audit Report (for Rule 9B / unlisted companies with demat shares). Within 60 days of each half-year end (30 September, 31 March).
  • MSME Form 1: half-yearly return of outstanding dues to MSME suppliers over 45 days.

Event-based filings:

  • DIR-12: appointment / resignation of director within 30 days.
  • PAS-3: allotment of shares within 30 days.
  • MGT-14: board / shareholders' resolutions for specified matters within 30 days.
  • CHG-1 / CHG-4: creation / modification / satisfaction of charges within 30 days.
  • INC-22: change of registered office within 15 days.
  • SH-7: increase in authorised share capital within 30 days.
  • FC-GPR / FC-TRS: FEMA FDI reporting (coordinated with FEMA / RBI compliance).

Board + AGM meetings:

  • Minimum 4 board meetings per year with max 120-day gap.
  • AGM within 6 months of FY end + 15 months of previous AGM.
  • EGMs as needed.
  • Notice (21 days clear) + agenda + draft resolutions prepared by CS; dispatched via email/post.

/ Statutory registers + records

What CS maintains.

  • Register of Members (MGT-1).
  • Register of Directors + Key Managerial Personnel (DIR-3 + MGT-1).
  • Register of Charges (CHG-7).
  • Register of Investments.
  • Register of Loans + Guarantees + Security + Investments (Section 186).
  • Register of Related Party Transactions (RPT).
  • Register of Contracts with Interest of Directors (Section 189).
  • Register of Deposits.
  • Register of Debenture Holders.
  • Register of ESOP (if ESOPs issued).
  • Minutes book of board, committee, AGM, EGM.
  • Statutory books, seal registers.

All registers digitised and maintained in cloud. Accessible to foreign parent + auditors for review.

/ Why foreign-shareholder subsidiaries especially need CS

Compliance stakes.

  • Related-party disclosures: every transaction with foreign parent / sister entities triggers Section 188 compliance + Audit Committee approval if above threshold. Mishandled RPT disclosures are a common audit / regulatory finding.
  • Section 185 inter-corporate loan: loans to directors (including common directors of parent) restricted. Common foreign-subsidiary compliance mistake.
  • Section 186 investment / loan limits: investment / loan given by Indian subsidiary limited to 60% of paid-up capital + free reserves + securities premium, or 100% of free reserves + securities premium (whichever higher). Common mishandled.
  • Managerial remuneration: Section 197 limits + Schedule V. Director remuneration from Indian subsidiary to foreign parent's expat executive requires compliance.
  • Independent director requirements: for public companies + certain large private companies.
  • CSR under Section 135: 2% CSR spend obligation if net worth INR 500 crore / turnover INR 1,000 crore / net profit INR 5 crore. Reporting via Form CSR-2.

Foreign-parent CFO + legal counsel typically unaware of these India-specific traps. CS integration prevents compliance surprises surfacing in annual audit.

/ Integrated CA + CS + tax engagement

Why bundle.

Separate CS firm + CA firm + tax firm creates coordination overhead:

  • Statutory audit (CA) depends on correctly filed AOC-4 (CS).
  • Form 3CEB (CA tax) depends on complete RPT register (CS).
  • GST returns (CA tax) depend on invoice master accurately maintained.
  • FEMA FC-GPR (CA/CS) depends on PAS-3 share allotment accuracy.

BQP integrates all three under one firm: one point of accountability, one compliance calendar, no inter-firm coordination gaps. Standard annual engagement for Indian subsidiaries of foreign parents.

Last updated: 2026-10-14.

/ Ready when you are

Indian subsidiary of foreign parent? CS compliance has 15+ moving parts annually.

BQP integrated CA + CS + tax engagement: full ROC calendar + board/AGM + FEMA + statutory registers + CSR. One firm, one point of accountability.

FAQ

Common questions, answered.

What does a Company Secretary do for an Indian company?
Company Secretary (CS) handles all Companies Act 2013 compliance: board meetings, AGM, statutory filings (AOC-4, MGT-7, DIR-3 KYC, DPT-3, PAS-6, MSME Form 1), event-based filings (DIR-12, PAS-3, MGT-14, CHG forms), statutory registers (Members, Directors, Charges, RPT, Loans, Deposits), resolutions, Secretarial Audit for applicable companies. For foreign-shareholder subsidiaries, CS also handles FEMA FDI reporting coordination.
Can CS services be delivered remotely for foreign shareholders?
Yes - entirely remote. Board meetings via video conference (permitted under Companies Act with specific procedure), AGM physical or virtual (allowed), all filings electronic via MCA portal, statutory registers maintained in cloud. Foreign directors can sign resolutions digitally (DSC) or via physical signing + courier.
What is Secretarial Audit and when is it required?
Secretarial Audit under Section 204 Companies Act - mandatory for every listed company AND every unlisted public company with (a) paid-up capital >= INR 50 crore OR (b) turnover >= INR 250 crore. Report in Form MR-3 filed with ROC. Verifies compliance with Companies Act, SEBI regulations, FEMA, applicable laws. Done by independent practising CS.
What filings does a private Indian subsidiary of a foreign parent need?
Annual: AOC-4, MGT-7, DIR-3 KYC (per director), DPT-3. Half-yearly: PAS-6 (if demat required under Rule 9B), MSME Form 1. Event-based: DIR-12 (director changes), PAS-3 (share allotment), MGT-14 (specific resolutions), CHG-1/CHG-4 (charges), FC-GPR / FC-TRS (FEMA FDI reporting). Board meetings minimum 4/year; AGM within 6 months of FY end.
What is Form PAS-6 and does my Indian subsidiary need to file it?
PAS-6 is the Reconciliation of Share Capital Audit Report under Rule 9A - half-yearly filing within 60 days of each half-year end (30 September + 31 March). Mandatory for every unlisted public and private company (except small companies and government companies) that has shares in demat form post Rule 9B (effective October 2024 for private companies).
Does BQP handle CS services for Indian subsidiaries of foreign companies?
Yes - integrated CA + CS + tax engagement. Full ROC compliance calendar + board/AGM coordination + statutory registers + event-based filings + FEMA FDI reporting integration + CSR compliance + Secretarial Audit (via network partner CS) for applicable companies. One firm, one calendar. WhatsApp +91 78018 87130.

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