A Philippine corporation can own an Indian private limited company under the automatic FDI route in most sectors. The parent's board resolution, SEC certificate of incorporation, latest General Information Sheet and directors' identity documents are notarised and apostilled by the DFA. We then file incorporation with the Ministry of Corporate Affairs, obtain PAN and TAN and help open a bank account. Incorporation usually takes two to four weeks after the documents reach us.
- Document route
- Philippine notary public, then DFA apostille
- Time difference
- IST is 2h30 behind Philippine time all year (no daylight saving)
- Law
- Companies Act 2013, FEMA 1999, NDI Rules 2019
- Minimum
- 2 directors, 2 shareholders
Company Setup for Foreigners from the Philippines: how it works
We check the sector against the FDI policy, confirm that the shareholding needs no prior approval, and draft the board resolution authorising the Philippine parent to subscribe to shares and nominate directors. The parent's corporate secretary certifies the resolution, a Philippine notary notarises it and the DFA adds the apostille. Foreign directors obtain a digital signature certificate and a director identification number using their apostilled passports and proof of address, such as a recent Philippine utility bill.
Once the company is incorporated, the Philippine parent remits the subscription money through banking channels and the Indian company allots shares within sixty days and reports the investment to the RBI on Form FC-GPR through its bank. Ongoing obligations include annual filings with the Registrar of Companies, statutory audit, transfer pricing documentation for dealings with the parent and the annual return on foreign liabilities and assets. At least one director must have stayed in India for 182 days or more in the financial year, so plan a resident director from the start.
What clients in the Philippines should know
- The India and Philippines tax treaty can reduce Indian withholding tax on dividends and service fees paid to the parent, provided a BIR certificate of residence and Form 10F are in place.
- Philippine foreign ownership limits apply to the parent itself in certain sectors, so check that the Philippine company can lawfully hold shares abroad before the resolution is signed.
- A liaison or branch office needs RBI approval through an authorised dealer bank and suits limited activity; a subsidiary is usually simpler for outsourcing or software delivery.
Step by step from the Philippines
Video consultation
A call at a time that suits the Philippines, after we have read your documents.
Documents signed in the Philippines
Philippine notary public, then DFA apostille
Work in India
Our team files, appears and follows up in India, and shares scans of everything filed.
Result and handover
Certified copies and originals are couriered to you in the Philippines where needed.
The full guide
This page covers what changes when you are in the Philippines. For the law, the documents and the step-by-step procedure, read our main page on Company Setup for Foreigners, or see all services for clients in the Philippines and the Doing Business in India practice area.
Questions from clients in the Philippines
Can a Filipino citizen be a director of an Indian company?
Yes. Any foreign national can be a director with a digital signature certificate and director identification number, as long as at least one director meets the Indian residence requirement.
Which Philippine documents do we need?
The SEC certificate of incorporation, articles and by-laws, latest General Information Sheet, a certified board resolution and directors' passports, each notarised where needed and apostilled by the DFA.
How long before the Indian company can invoice clients?
Usually four to six weeks from receipt of documents, allowing for incorporation, PAN, bank account and GST registration if needed.