In terms of section 591, the foreign companies which are incorporated outside India are required to file certain documents with the ROC under the companies act 1956.
The foreign companies that will be governed by the said provisions of the act are the following:
- Companies incorporated outside India which established a place of business in India.
- Companies incorporated outside India which have already established a place of business in India.
Place of registration key to domicile of company
A company will be foreign company if it is registered outside India although all or most of its shareholders are Indian citizens. Similarly a company registered in India will remain an Indian company although all its shareholders are non-residents.
Some Foreign Companies will be treated as an Indian Company
Where not less than 50% of the paid share capital (equity or preference or both) of a foreign company having a place of business in India, held by Indian citizens or Indian companies or bodies corporates or both, such a foreign company shall comply with such of the provisions of the act with regard to the business carried on in India as if it were a company registration must be placed in India.
Office of registrar for deposit of documents
The above documents and other documents mentioned below which are required to be delivered to the ROC by a foreign company. It shall be delivered to the registrar having jurisdiction over New Delhi along with fee.
All such documents shall also be delivered to the registrar of the state in which the principal of business of the foreign company is situated.
Alteration to be intimated to registrar
Where any change takes place in the documents registered by a foreign company with the ROC in respect of the following:
- The charter or memorandum and articles of association.
- The registered or principal office.
- The directors and secretary.
- The name and address of a person authorized to accept service of notice.
- The principal place of business in India
- The foreign company shall on or before the 31st January of the following year, deliver to the registrars the change within 30 days.
