/ 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.
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.
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