Galilio Ltd., a company incorporated in Germany, has established a place of business in Mumbai. Explain the relevant provisions of the Companies…
CA Intermediate · Corporate and Other Laws · MTP · September 2026
Galilio Ltd., a company incorporated in Germany, has established a place of business in Mumbai. Explain the relevant provisions of the Companies Act, 2013 and rules made thereunder relating to preparation and filing of financial statements, and the documents to be attached, by such a foreign company.
Suggested Answer and Working Notes:
Foreign Company [Section 2(42)]: A "foreign company" is any company or body corporate incorporated outside India which (a) has a place of business in India, whether by itself or through an agent, physically or electronically, and (b) conducts any business activity in India in any other manner. A branch office of a company incorporated outside India (e.g., Galilio Ltd.'s Mumbai place of business) is treated as such a place of business, attracting Chapter XXII (Sections 379–393) of the Companies Act, 2013. Preparation and filing of financial statements by a foreign company [ Section 381 read with the Companies (Registration of Foreign Companies) Rules, 2014]: (i) Every foreign company must, for every calendar year, prepare a balance sheet and profit and loss account in the prescribed form (in accordance with Schedule III, so far as applicable) covering its Indian business operations, and deliver a copy to the Registrar, along with a copy of the latest consolidated financial statements of the parent foreign company as filed with the relevant authority in its home country. (ii) The Central Government may direct that these requirements not apply, or apply with modifications, to any foreign company or class of foreign companies. (iii) Where any specified document is not in English, a certified English translation must be annexed [Section 381(2)]. (iv) The foreign company must send to the Registrar, along with the required documents, a list (in the prescribed form) of all its places of business in India as at the balance sheet date, filed in Form FC-3 with prescribed fees. (v) Along with the financial statements, the foreign company must also attach a statement of related party transactions, a statement of repatriation of profits, and a statement of transfer of funds (including dividends, if any), with such further particulars as prescribed. (vi) All these documents must be delivered to the Registrar within 6 months of the close of the foreign company's financial year. If the foreign company ceases to have a place of business in India, it must forthwith notify the Registrar, after which its obligation to file further documents ceases (unless it has another place of business in India).
Topics: Companies Incorporated outside India
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