What company structure options are available for entering the Indian market?

The main options are a wholly owned subsidiary (WOS), a joint venture (JV), a liaison office, a branch office, and a project office. A WOS allows 100% foreign ownership and offers greater management freedom, while a liaison office is limited to market research and liaison functions and cannot conduct business activities. You should choose based on your business purpose and risk tolerance.

When a foreign company sets up a company, is a director who is a local resident required?

At least one director is legally required to be a resident of India. On the other hand, shares can be 100% foreign-owned, and the incorporation process is completed online. Securing a locally resident director is something to consider early in your incorporation preparations.

How long does it take to set up a company using SPICe+?

The process is carried out through the SPICe+ form on the MCA portal, and if there are no issues with the documents, incorporation is completed in about one to two weeks. It proceeds through obtaining a digital signature certificate, applying for a director identification number, reserving the company name, submitting the memorandum and articles of association, and obtaining the certificate of incorporation, PAN, and TAN. The accuracy of the documents affects how long this takes.

Is there an incentive scheme to encourage job creation?

India has established an incentive scheme for companies that set up a local subsidiary and create jobs. This is part of a broader push to encourage market entry, alongside the easing of FDI regulations and the simplification of the GST system. Since the eligible period and conditions are defined, it is useful to check that they align with your entry plan.

Besides the incorporation procedures, are there practical matters to be aware of when entering the market?

Opening a corporate bank account requires additional procedures after incorporation, so it is advisable to start building a relationship with a major bank early. Since labor laws differ by state, you should check the regulations of your destination in advance. Food-related businesses also require separate FSSAI registration and licensing.

How can a company entering India for the first time proceed in a way that minimizes risk?

It is recommended to partner early with a trustworthy local law firm and accounting firm, and to choose your entry city based not only on market size but also on the regulatory environment and talent pool. Progressing step by step, from a liaison office to a WOS, is also effective for minimizing risk. Support from organizations such as JETRO can be used as well.

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The Complete Guide to Registering a Company in India: SPICe+ Procedures and Required Documents

2026.03.24

Article summary

Setting up a company in India is done through the MCA's SPICe+ form, and it is completed in about 7 to 10 business days if there are no issues with the documents. At least one director must be a resident of India, but the shares can be 100% foreign-owned. Modes of entry include a wholly owned subsidiary, a joint venture, a liaison office, a branch office, and a project office, and the ELI employment incentive scheme will be in effect from August 2025 to July 2027.

This article is based on what we could verify As of August 1, 2026 in public records and news reports from India. India revises its tax rules and regulations frequently, and the details here may have changed since. When making an actual business decision, please check the latest information with primary sources such as the ministries responsible and local experts.

Setting Up a Company in India: Basic Modes of Entry

For Japanese companies considering entry into the Indian market, choosing the right mode of entry is the first important decision to make. The main options are as follows.

Wholly Owned Subsidiary (WOS): Allows 100% foreign ownership. Offers the greatest management freedom
Joint Venture (JV): Local partners: co-investing with them lets you leverage local market knowledge
Liaison Office: Limited to market research and liaison functions. Business activities are not permitted
Branch Office: Operates within the scope of the head office's business. Suited to import/export and technical services
Project Office: A temporary base for carrying out a specific project

When a foreign company sets up a company in India, at least one director must be a resident of India. On the other hand, shares can be 100% foreign-owned, and the incorporation process can be completed entirely online.

The Company Incorporation Process via SPICe+ (10 Days)

Setting up a company in India is done through the SPICe+ (Simplified Proforma for Incorporating Company electronically Plus) form on the MCA (Ministry of Corporate Affairs) portal. If there are no issues with the documents, incorporation is completed in about 7 to 10 business days.

Step 1: Obtaining a Digital Signature Certificate (DSC)

This is needed for all prospective directors to submit documents on the MCA portal. Foreign directors can also obtain a DSC.

Step 2: Obtaining a Director Identification Number (DIN)

For a new incorporation, DINs are issued for up to three people at once within the SPICe+ form. There is no separate advance application to make. A separate DIR-3 application is needed only when adding a director to an existing company, or when appointing a fourth director or beyond.

Step 3: Reserving the Company Name

The company name is applied for within the SPICe+ form, and it is automatically checked for similarity to existing names.

Step 4: Drafting and Submitting the Memorandum and Articles of Association (MoA/AoA)

The Memorandum of Association (MoA) and Articles of Association (AoA) are drafted and submitted together with the SPICe+ form.

Step 5: Obtaining the Certificate of Incorporation, PAN, and TAN

After approval, the Certificate of Incorporation is issued together with a PAN (Permanent Account Number) and a TAN (Tax Deduction and Collection Account Number) at the same time.

Regulatory Updates for 2025-2026

There are recent regulatory developments that Japanese companies should keep an eye on.

ELI Employment Incentive Scheme: From August 1, 2025 to July 31, 2027, incentives will be provided to companies that set up a WOS in India and create jobs
Easing of FDI Regulations: Foreign investment restrictions are being gradually eased across many sectors, including food processing, retail, and e-commerce
GST 2.0 (in force September 22, 2025): the rate structure was reorganized into four bands — 0%, 5%, 18%, and 40% — and the old 12% and 28% bands were abolished. Most food falls under 0% or 5%, heavily processed food under 18%, and some indulgences such as carbonated drinks under 40%. Filing and refund procedures are being simplified at the same time

Practical Points to Note When Japanese Companies Enter the Indian Market

In addition to the legal incorporation procedures, attention must also be paid to the following practical matters.

Opening a Bank Account: Opening a corporate account requires additional procedures after incorporation. You should start building a relationship with a major bank (SBI, HDFC, ICICI) early on
Complying with Labor Laws: Labor law regulations differ by state. In particular, you should check the regulations Delhi, Mumbai, Bengaluru in advance
FSSAI approval: For food-related businesses, separate FSSAI registration and licensing are required
Cultural Differences and how to address them: Designing your organization with an understanding of the differences in business practices between Japan and India

Frequently asked questions

What company structure options are available for entering the Indian market?: The main options are a wholly owned subsidiary (WOS), a joint venture (JV), a liaison office, a branch office, and a project office. A WOS allows 100% foreign ownership and offers greater management freedom, while a liaison office is limited to market research and liaison functions and cannot conduct business activities. You should choose based on your business purpose and risk tolerance.
When a foreign company sets up a company, is a director who is a local resident required?: At least one director is legally required to be a resident of India. On the other hand, shares can be 100% foreign-owned, and the incorporation process is completed online. Securing a locally resident director is something to consider early in your incorporation preparations.
How long does it take to set up a company using SPICe+?: The process is carried out through the SPICe+ form on the MCA portal, and if there are no issues with the documents, incorporation is completed in about one to two weeks. It proceeds through obtaining a digital signature certificate, applying for a director identification number, reserving the company name, submitting the memorandum and articles of association, and obtaining the certificate of incorporation, PAN, and TAN. The accuracy of the documents affects how long this takes.
Is there an incentive scheme to encourage job creation?: India has established an incentive scheme for companies that set up a local subsidiary and create jobs. This is part of a broader push to encourage market entry, alongside the easing of FDI regulations and the simplification of the GST system. Since the eligible period and conditions are defined, it is useful to check that they align with your entry plan.
Besides the incorporation procedures, are there practical matters to be aware of when entering the market?: Opening a corporate bank account requires additional procedures after incorporation, so it is advisable to start building a relationship with a major bank early. Since labor laws differ by state, you should check the regulations of your destination in advance. Food-related businesses also require separate FSSAI registration and licensing.
How can a company entering India for the first time proceed in a way that minimizes risk?: It is recommended to partner early with a trustworthy local law firm and accounting firm, and to choose your entry city based not only on market size but also on the regulatory environment and talent pool. Progressing step by step, from a liaison office to a WOS, is also effective for minimizing risk. Support from organizations such as JETRO can be used as well.

5 Keys for Japanese Companies to Succeed

Partnering Early with a Trustworthy Local Law Firm and Accounting Firm
Choosing an Entry City Based on the Regulatory Environment and Talent Pool, Not Just Market Size
past failure cases Learning from Them and Identifying Risks in Advance
Making the Most of JETRO and JICA Market-Entry Support Programs
Minimizing Risk Through a Phased Entry (Liaison Office to WOS)