India has emerged as a thriving hub for international businesses, owing to its large consumer market, skilled workforce, and pro-business reforms. Hong Kong, being a leading global financial center, has a growing number of entrepreneurs and businesses looking to expand their presence in India. This article provides a comprehensive guide to company registration in India from Hong Kong, covering legal structures, regulatory requirements, registration procedures, and important considerations.

1. Why Expand to India from Hong Kong?

Before diving into the registration process, it’s essential to understand why India is an attractive destination for Hong Kong-based companies:

a. Large Market

With over 1.4 billion people, India offers vast market opportunities in sectors like IT, manufacturing, pharmaceuticals, e-commerce, and more.

b. Ease of Doing Business

Recent reforms have improved India’s ranking in the World Bank’s Ease of Doing Business Index.

c. Skilled Workforce

India produces millions of graduates annually, especially in tech and business.

d. Cost Advantage

Operating costs in India are lower compared to many other countries, including Hong Kong.

2. Legal Structures Available for Foreign Companies in India

When registering a business in India from Hong Kong, foreign nationals or companies can choose from several legal entities:

a. Private Limited Company (PLC)

This is the most preferred structure for foreign investors. A Private Limited Company offers limited liability, ease of transferability, and separate legal status.

Key Features:

Minimum 2 directors (at least one must be an Indian resident)

Minimum 2 shareholders (can be individuals or corporate entities)

100% foreign ownership is allowed in most sectors under the automatic route

b. Wholly Owned Subsidiary (WOS)

A WOS is a Private Limited Company fully owned by a foreign company. This is suitable for businesses seeking complete control over their Indian operations.

c. Liaison Office

Used to represent the parent company in India without engaging in commercial activities. It can only undertake liaison/communication work, market research, or promotion.

d. Branch Office

Foreign companies can establish a branch office to carry out specific business activities like export/import, research, or consultancy services.

e. Limited Liability Partnership (LLP)

Foreign investments in LLPs are permitted in sectors where 100% FDI is allowed. It combines benefits of both partnership and company structures.

3. Pre-Requisites for Company Registration

To register a company in India from Hong Kong, certain preconditions must be met:

Director Requirements: At least one director must be a resident of India (staying in India for more than 182 days in the previous financial year).

Registered Office: The company must have a registered office address in India.

Shareholding Pattern: Clearly define shareholders and shareholding ratios.

FDI Compliance: Foreign investment must comply with India’s Foreign Direct Investment (FDI) policy.

4. Step-by-Step Process for Company Registration

Step 1: Digital Signature Certificate (DSC)

The first step is to obtain a DSC for all directors and shareholders. It’s used to sign electronic documents and filings.

Step 2: Director Identification Number (DIN)

Apply for DIN for the proposed directors through the Ministry of Corporate Affairs (MCA) portal.

Step 3: Name Reservation (RUN Application)

Propose and reserve a unique company name via the Reserve Unique Name (RUN) service on the MCA portal. It must comply with the Companies Act naming guidelines.

Step 4: Drafting of Incorporation Documents

Key documents include:

Memorandum of Association (MOA)

Articles of Association (AOA)

Proof of identity and address of directors and shareholders

Registered office address proof (rental agreement or ownership deed)

Step 5: Filing of SPICe+ Form

The SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus) form integrates multiple services:

Incorporation

PAN and TAN allotment

GST Registration (optional)

EPFO/ESIC registration

Step 6: Issuance of Certificate of Incorporation

Once the MCA verifies the application, it issues the Certificate of Incorporation (CoI), along with a PAN and TAN for the company.

5. Post-Incorporation Compliances

After registration, certain compliances must be fulfilled to ensure smooth operations:

a. Open a Bank Account

Open a business bank account in the name of the company.

b. FDI Reporting to RBI

Report foreign investment and allotment of shares to the Reserve Bank of India (RBI) via the Foreign Investment Reporting and Management System (FIRMS).

c. GST Registration

Mandatory if turnover exceeds the threshold or if involved in inter-state transactions.

d. Professional Tax, Shops & Establishment Registration

Depending on the state laws.

e. Accounting and Audit

Maintain proper books of accounts and appoint an auditor within 30 days of incorporation.

6. Taxation Overview

Hong Kong companies registering in India should be aware of the Indian tax regime:

a. Corporate Tax

Domestic companies: ~22% (plus surcharge and cess)
Foreign companies: ~40% (if income is earned in India)

b. GST (Goods and Services Tax)

Ranges from 5% to 28% depending on the goods/services.

c. Transfer Pricing

Applicable for transactions between Indian subsidiaries and the Hong Kong parent company.

Note: Hong Kong and India have signed a Double Taxation Avoidance Agreement (DTAA), which helps businesses avoid being taxed twice on the same income.

7. Business Banking for Hong Kong Companies

Foreign companies must open an Indian bank account in the company’s name after incorporation. Commonly required documents include:

Certificate of Incorporation

Board Resolution

PAN Card

Address Proof

KYC documents of directors and authorized signatories

Many Indian banks like HDFC, ICICI, Axis Bank, and SBI have experience working with foreign businesses.

8. Challenges and Solutions

While India offers abundant opportunities, foreign companies may face certain challenges:

Challenge	Solution
Regulatory Complexity	Engage a local legal/consulting firm familiar with Indian compliance
Language/Cultural Barriers	Hire local staff or consultants
Banking Procedures	Choose banks with dedicated NRI/foreign business desks
Taxation Clarity	Work with professional tax advisors

9. Advantages of Registering in India from Hong Kong

Access to a vast and diverse market

Ability to tap into India’s startup and tech ecosystem

Cost-effective operations and infrastructure

Opportunities to collaborate with local firms and public sector

Conclusion

Registering a company in India from Hong Kong is a strategic move for businesses aiming to expand into South Asia. While the process involves several steps and regulatory compliance, with proper planning and professional assistance, it can be straightforward and highly rewarding. India’s growing economy, investor-friendly policies, and improved infrastructure make it a prime destination for Hong Kong entrepreneurs and enterprises.

Frequently Asked Questions

1. Can a foreign company register a business in India?

Yes, foreign companies, including those based in Hong Kong, can register a business in India. Foreign companies can establish a Private Limited Company, a Wholly Owned Subsidiary (WOS), a Branch Office, or a Liaison Office in India, depending on their business requirements and goals. The most common route for foreign investors is to set up a Private Limited Company, as it allows for 100% foreign ownership in many sectors.

2. What is the minimum number of directors required for company registration in India?

To register a company in India, a minimum of two directors is required. At least one of the directors must be a resident of India, meaning they must have stayed in India for more than 182 days during the previous financial year. Foreign investors from Hong Kong can appoint Indian residents as directors or take on the role themselves if they fulfill the residency requirement.

3. Is it necessary to have a physical office in India for company registration?

Yes, every company registered in India must have a registered office within India. This address will be used for official communication from government authorities. The office can either be rented or owned, and the documents for the office, such as a rental agreement or ownership proof, must be submitted during the registration process.

4. How long does it take to register a company in India from Hong Kong?

The time for company registration in India typically ranges from 7 to 15 working days after all necessary documents are submitted. This includes obtaining the Digital Signature Certificate (DSC), Director Identification Number (DIN), and completing the SPICe+ application. However, if there are delays due to issues with documentation or approvals, it could take longer.

5. What taxes will a Hong Kong-based company be liable to pay in India?

A Hong Kong-based company operating in India will be subject to Indian taxation laws. This includes:

Corporate Tax: Domestic companies pay around 22%, while foreign companies pay around 40% on income earned in India.

Goods and Services Tax (GST): GST is applicable for goods and services and ranges from 5% to 28% depending on the nature of the product/service.

Transfer Pricing Regulations: If the Indian subsidiary transacts with the parent company in Hong Kong, transfer pricing rules will apply.

Hong Kong and India have a Double Taxation Avoidance Agreement (DTAA), which prevents double taxation on the same income, ensuring that the business is not taxed both in India and Hong Kong.

Guide to Company Registration in India from Hong Kong – 2025