Formation of wholly owned subsidiary company

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Querist : Anonymous

Querist : Anonymous (Querist)

11 July 2013 What is the procedure of registration/formation of wholly owned subsidiary company(which will be a pvt. company)?

What are the minimum requirements of directors and share capital for subsidiary company?

Who all can subscribe to the share capital of that pvt subsidiary company?

Ajay Mishra

Ajay Mishra (Expert)
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12 July 2013 The procedure will be same as applicable on normal company registration.

Additional requirement for forming subsidiary are:

1.Board Resolution of company making investment in new company.
2. Board Resolution for authorisation to some one who will subscribe shares in the name of new company.
3. Name, address, occupation and father name of the representative of the investing company.

Ajay Mishra

Ajay Mishra (Expert)
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12 July 2013
A company being an artificial and legal person may be a subscriber to the Memorandum and Articles of Association. In order to subscribe for the Memorandum and Articles of Association, the Board of directors of the company shall by resolution under section 292(1)(d) authorise a person as its attorney to sign the various documents for and on behalf of the company. The Board shall also authorise for execution of a Power of Attorney in favour of the said person. Since it is required for every subscriber having a share capital to take at least one share, therefore it should be mentioned in the resolution of the Board that how many shares the company proposes to take. Provisions of section 372A shall also be considered.

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Querist : Anonymous

Querist : Anonymous (Querist)

12 July 2013 For wholly owned subsidiary only the holding company can subscribe for its share i.e only holding company can contribute in its share capital....Yes/No

Ajay Mishra

Ajay Mishra (Expert)
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12 July 2013 Yes, only holding company act for this. it will appoint one more person as nominee to hold shares in its name, to comply minimum number of members requirement.

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