Incorporate a Company in India from UK - FAQ’s, Common Mistakes, & Practical Solutions for UK Nationals & Body Corporates

1. What is a name reservation form under the Ministry of Corporate Affairs (MCA)?

It is a web-integrated form for reserving the Name of a proposed Company to be incorporated.
*Note: After approval of name by the Ministry, the name is officially reserved for only 20 days. Extension of name application can be filed with an extra fee.

2. What is Incorporation form under MCA?

SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus) Part B is the form used for:

• Filing the details of the proposed Company to be incorporated 
• Registered office details 
• Director and subscriber information 
• Mandatory linked forms (AGILE-PRO, INC-9, etc.)

For foreign individuals, SPICe+ Part B also requires validated KYC and identity/address proof documents.

Part B of SPICe+ offers the following services viz:

a. Application for issuance of Corporate Identification Number (CIN) / Registration of Company with Registrar of Company.
b. Application for allotment of Director Identification Number (DIN) / Registration of Director
c. Application for PAN and TAN allocation
d. Application for allotment of GSTIN (optional, if applied).
e. Application for allotment of ESIC number
f. Application for allotment of EPFO number (Optional)
g. Application for allotment of PTEC / PTRC (For Maharashtra, Karnataka and West Bengal only)

3. Can individuals from UK incorporate a company in India?

Yes. Foreign nationals and foreign entities can:

• Incorporate a Private Limited Company in India,
• Become directors or shareholders in an Indian company and 
• Hold up to 100% FDI in most sectors 
  (*subject to the prevailing FDI Policy of India)

However, incorporation is subject to compliance with MCA KYC norms, documentation requirements and foreign document authentication (apostille and/or notarisation as applicable).

Mandatory Requirement – Resident Director

As per the Companies Act, 2013:

• Every Indian company must have at least one Resident Director 
• The resident director must have stayed in India for a total period of not less than 182 days during the immediately preceding financial year 

Key points:

• The requirement applies from the incorporation stage itself 
• The resident director can be:
  - An Indian citizen, or
  - A foreign national who qualifies the 182-day residency condition
• This requirement is mandatory for maintaining legal validity of the company

4. Is a Notary and Apostille required for documents of foreign individuals?

Yes, any documents of UK origin are required to be only Notarized from UK.

5. What documents are required for foreign individuals (Directors/Shareholders)?

Mandatory KYC documents:

1. Passport (mandatory)
2. Address Proof (any one)
   - Bank statement (not older than 2 months)
   - Utility bill (electricity/gas/telephone/Green Bill) (not older than 2 months) (Refer_Sample:https://drive.google.com/drive/folders/1B6Da9HDuYMNMdM6V7Ug8sNUY81qCHOJP)
   - Driving license
3. Photograph
4. Email ID and Contact details
5. Digital Signature Certificate (DSC)

6. What are the additional KYC requirements under incorporation process?

The documents must be for foreign directors/shareholders:

• Notarization (Countries in any part of the Commonwealth, required only notary)
• Documents must be in English or translated into English 
• Address proof must be recent (generally within 2 months) 
• Must be self-attested.

7. What KYC documents are required for foreign companies investing in India?

If a foreign company is a shareholder:

Corporate KYC includes:

1. Certificate of Incorporation
   Notarized
2. Memorandum of Association & Articles of Association (or equivalent bylaws/charter documents)
   Notarized
3. Board Resolution authorizing investment/incorporation
   Notarized
4. Authorized signatory details + ID proof

8. What is Digital Signature Certificate (DSC) requirements for foreign nationals?

Foreign individuals must obtain:

• Class 3 DSC (mandatory for MCA filings)

Requirements:

• Passport 
• Address proof 
• Video verification

9. Are bank statements accepted as address proof?

Yes, but:

• Must be recent (not older than 30days) 
• Must be notarized 
• Must clearly show name and address 
• If not in English, translated English copy is mandatory

10. What are common mistakes/rejection points in SPICe+ filing for foreign applicants?

Some common reasons for rejection or resubmission of incorporation applications involving foreign applicants include:

• Missing Notarized requirements on documents of foreign origin.
• Using expired address proof.
• Notarized requirements are not with stamps, signatures or lack correct authentication of the respective officials or Notary officer.
• Name and Address mismatch across documents 
• Submitting documents in language other than English without certified translation 
• Submitting documents without self-attestation.

11. How can foreign applicants avoid rejection or resubmission of their incorporation application?

Foreign applicants can improve the chances of successful incorporation by following these best practices:

• Ensure the filing of the incorporation application within the timeline of 20 days post
• receiving name reservation without incurring extra cost.
• Ensure all foreign original documents are properly notarized before submission.
• Use the latest address proof and ensure it complies with MCA requirements. 
• Ensure all notarized documents have the required signatures, stamps, and proper dates.
• Maintain consistency in the spelling of names and addresses across all documents.
• Carefully review all information entered in SPICe+ forms to ensure it matches the supporting documents.
• Complete DSC and KYC formalities well in advance to avoid delays.
• Conduct a final review of all incorporation documents before filing with MCA.

Need assistance with incorporating company in India? At KDP Accountants, our team of professionals will guide you through the incorporation process, documentation, FEMA guidelines. For professional assistance, connect with us at enquire@kdpaccountants.com.

 

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CS Payal Choudhari is an AVP at Trustpoint Corporate Services LLP (a group entity of KDP). As a dual qualified Company Secretary and Lawyer, she brings over six years of robust experience. Payal expertly navigates the complexities of corporate secretarial practices, legal compliance, due diligence, and comprehensive secretarial audits. Her professional insights help businesses stay ahead of evolving regulatory landscapes while mitigating structural risks.

Through her articles, she simplifies complex legal frameworks into actionable strategies for corporate growth. Payal is dedicated to bridging the gap between rigorous statutory mandates and practical business execution.