Monthly and Annual Compliances for Companies with Wholly Owned Subsidiary in India

A Private Limited Company in India, including a wholly owned subsidiary in India of a foreign entity, is required to comply with multiple statutory, tax, and regulatory obligations throughout the financial year. These compliances are mandated under various laws, including the Companies Act, 2013, Income Tax Act, GST, FEMA, and Labour laws.

The regular monthly and annual filings ensure legal transparency, financial discipline, and operational credibility. The non-compliances can lead to penalties, disqualification of directors, disruption in business operations, and difficulties during audits or due diligence. Therefore, maintaining timely and accurate compliance is essential for both regulatory adherence and smooth business functioning. 

Below mentioned are the applicable compliance that must be adhered to: 

1. What Are the GST Compliance Requirements for a Wholly Owned Subsidiary in India?

A WOS must file GSTR-3B monthly or quarterly, GSTR-1 for invoice-level outward supply details, and GSTR-9 annually by 31st December. Companies exporting services or goods must file a Letter of Undertaking each financial year before the first export transaction. 

2. What Are the Annual and Periodic Compliance Requirements Under the Companies Act 2013?

Companies must file MGT-7 within 60 days of AGM, AOC-4 within 30 days, and DIR-3 KYC by 30th September annually. Additional obligations include Form DPT-3 by 30th June, Form MBP-1 and DIR-8 from each director, ADT-1 for auditor appointment, and half-yearly filings for MSME payments and PAS-6 share capital reconciliation. Statutory registers and minutes books must be maintained on an ongoing basis.

Sl. No.	Form /Return	Particulars
1.	Form MGT 7/ 7A – Annual Return	A company is required to file its Annual return with RoC (Registrar of Companies) within 60 days of holding        AGM (Annual General Meeting)
2.	Form AOC 4 -Financial Statement	A company is required to file its audited financial statements with ROC within 30 days of holding AGM
3.	DIR 3 KYC	Director’s KYC to be done every year on or before 30th September. The basics details such as address, email and phone number to be verified.
4.	Form MSME -1	All companies who get supplies of goods or services from micro and small enterprises and whose payments to them exceed 45 days from the date of acceptance or the date of deemed acceptance of the goods or services as per the provisions of the Act, shall submit a half yearly return to RoC.
5.	Form DPT 3	The DPT-3 is to be filed annually by every company other than Government Company for:  Any secured financial borrowing Deposit or Particulars of Transaction not considered as Deposit or Both It shall be filed annually by 30th June and contains information as on 31st March of that year.
6.	Maintenance of Minutes books of Board Meetings and General Meetings	Minutes of every general meeting, Creditors, Board and Committee shall be prepared and kept within 30 days of conclusion of every meeting concerned.
7.	Maintenance of registers	Every Company shall keep and maintain following Registers in the specified format: ‐ Register of Members MGT-1 ‐ Register of other Security Holders residing outside India MGT-3 Register of Transfer and Transmission of Shares SH-6 Register of Charge CHG-7 ‐ Index of the Registers
8	Form MBP‐1	Every Director shall disclose in Form MBP‐1his concern or interest in any company, body corporate, firm or other association of individuals (including shareholding interest) each year.
9	Form DIR-8	Form DIR-8 is an intimation by a director to a company, declaring whether they are disqualified or not under Section 164(2) of the Companies Act, 2013, and also detailing their directorship history in the past three years.
10	Form ADT-1	The Statutory Auditors appointment to be filed with ROC within 15 days of appointment or any change therein.
11	Form PAS-6	The Form PAS-6 is a half-yearly reconciliation of share capital audit reports that private companies, including any wholly owned subsidiary in India, must file with the Registrar of Companies (ROC). It details the company’s issued share capital and reconciles it with the records of depositories (like CDSL or NSDL) for shares held in dematerialized form

3. What FEMA and RBI Compliance Obligations Apply to a Wholly Owned Subsidiary in India?

Every foreign investment in the WOS must be reported through Form FC-GPR within 30 days of share allotment. The annual FLA return covering foreign liabilities and assets must be filed with RBI by 15th July each year. These are non-negotiable for maintaining clean foreign investment records. 

Sl. No.	Form/return	Particulars
1.	Form FC-GPR	Any initial or subsequent foreign investment in the form of capital to be reported with RBI within 30 days of allotment of shares
2.	FLA (Foreign Liabilities and Assets) Return	Every company that has received foreign investment or has made foreign investment abroad is required to file the annual FLA return with the RBI by 15th July of every financial year as part of the RBI compliance for foreign companies in India.

4. What Are the Income Tax and Audit Compliance Requirements for a WOS in India?

Income tax returns are due by 31st October, extended to 30th November for companies with international transactions. Tax audit under Section 44AB applies when turnover exceeds ₹10 crore. The Transfer Pricing Report in Form 3CEB must be filed by 31st October. Statutory audit must be completed by 30th September. Advance tax is paid in four instalments across June, September, December, and March. 

Sl. No.	Return	Particulars
1.	Filing Income tax return & Tax audit report	Every company is required to file its Income Tax Return (ITR) by 31st October of the assessment year under the Income Tax Act.   For companies having international transactions or specified domestic transactions, the due date for filing the ITR is 30th November.  Tax Audit Applicability: A tax audit under Section 44AB becomes applicable if the company’s turnover exceeds ₹10 crore (INR 10,00,00,000). The due date for filing the Tax Audit Report is 31st October.
2.	Statutory Audit	Every company incorporated in India is required to conduct a statutory audit of its financial statements Balance Sheet, Statement of Profit & Loss, Cash Flow Statement (if applicable), and the notes to accounts as mandated under the Companies Act, 2013. The statutory audit must be completed on or before 30th September of the following financial year.
3.	Transfer pricing Report (TPR)	A Transfer Pricing Report is required to be furnished by every person entering into international transactions or specified domestic transactions with associated enterprises during the financial year.  The report in Form 3CEB, duly signed and verified by a Chartered Accountant, must be obtained and filed by 31st October every year.
4.	Advance Tax Compliance	A company is required to pay advance tax if the total tax liability for the financial year is ₹10,000 or more. Advance tax must be paid in installments as prescribed under the Income Tax Act. Timely payment of advance tax helps the company avoid interest under Sections 234B and 234C.  Advance Tax Due Dates Advance Tax payable On or before 15th June 15% On or before 15th September 45% On or before 15th December 75% On or before 15th March 100%

5. What Labour Law and Payroll Compliance Must a WOS Maintain in India?

TDS must be deducted on specified payments and deposited by the 7th of the following month, with quarterly returns and annual Form 16 issuance to employees. EPF registration is mandatory at 20 or more employees, with contributions deposited by the 15th of each month. ESIC applies at 10 or more employees earning up to INR 21,000 monthly. Professional tax applies in select states. Shop and Establishment registration is required in every state of operation. 

SL No	Forms/return	Particulars
1.	TDS (Tax Deducted at source) Compliance & Reporting	A company is required to withhold tax at the applicable rates on specified payments such as professional fees, contractual payments, rent, interest, commission and on employees’ salaries, in accordance with the provisions of the Income Tax Act. The tax deducted must be deposited with the government on or before the 7th day of the month following the month in which TDS was deducted (except for March, where the due date is 30th April).  Further, the company must file Quarterly TDS Returns within the prescribed due dates, reporting details of tax withheld and deposited.  After filing quarterly TDS returns, the company must issue TDS certificates to the Deductees and issue Form 16 annually to employees
2.	EPF (Provident Fund) For 20 or more Employees	Employees Provident Fund (PF) is a social security scheme designed to provide financial stability to employees after retirement. Both the employer and employee contribute a fixed percentage of the employee’s salary every month to the PF account.  Once a company reaches the limit of 20 or more employees, it must mandatorily register with the Employees’ Provident Fund Organization (EPFO). Contribution Structure: Employer’s total PF contribution = 12% of basic wages 8.33% goes to the Employees’ Pension Scheme (EPS) 3.67% goes to the Employees’ Provident Fund (EPF) Employee contribution = 12% of basic wages (entire amount goes to EPF) Monthly Compliance: The PF is deducted every month from the employee’s salary. The employer must deposit PF contributions on or before the 15th of the following month.
3.	ESIC (Employees’ State Insurance) For 10 or more Employees and Salary upto INR 21,000 per month	The Employees’ State Insurance (ESI) scheme is a social security program governed by the ESI Act, 1948, aimed at providing medical, sickness, maternity, and disability benefits to employees. Contribution Rates: Employee contribution: 0.75% of wages Employer contribution: 3.25% of wages Total ESIC contribution: 4% of wages Compliance Requirements: Monthly Contribution Payment ESIC contributions must be deposited by the 15th of the following month.
4.	Professional Tax (PT) compliance	Professional Tax is a state-level tax applicable in certain states such as Maharashtra, Karnataka, West Bengal, Telangana, and others. Companies employing staff in these states must comply with monthly or periodic PT payments and filings.
5.	Shop & Establishment Compliances	Every establishment is required to register under the respective State’s Shops & Establishment Act within the prescribed timeline. After registration, the company must maintain employee-related records, registers, and make annual/ monthly payment, if applicable.
6.	Maintenance of records for Employees	Proper employee record maintenance is essential for compliance and organizational transparency. The following records must be maintained: Salary Structure: Detailed breakdown of salary components and monthly tax deductions. Salary Slips: Issued to employees every month. Employee Portal / Logins: Creation of personal logins for employees to access and track their salary, deductions, and benefits. Tax Deduction Documents: Records of all documents submitted by employees for claiming tax deductions. Form 16: Generated from the Income Tax portal, reflecting tax deductions and total salary calculation in accordance with the Income Tax Act. Appointment & Resignation Records: Complete documentation for joining and exit, including full and final settlement.

6. What Miscellaneous Compliance Obligations Apply to a Wholly Owned Subsidiary in India?

Every company must constitute an Internal Complaints Committee under the POSH Act and file the annual POSH compliance report with the relevant authority. Regular awareness and training sessions for all employees are also mandatory under the same legislation.

Sl. No.	Form/return	Particulars
1.	POSH (Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013)	The company shall constitute an Internal Complaints Committee (ICC) in accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013. The company is required to file the annual POSH compliance report with the relevant authority.
2	POSH Training	The company shall conduct POSH awareness and training sessions at regular intervals for all employees to ensure understanding of policies, reporting mechanisms, and preventive measures.

Conclusion 

Compliance requirements for a private limited company including foreign-owned WOS companies are extensive and interconnected across corporate, tax, GST, FEMA, and labour laws. For any wholly owned subsidiary in India, maintaining a robust compliance calendar ensures smooth operations, protects directors from regulatory risks, and enhances the company’s credibility with banks, investors, and stakeholders.

For WOS companies, especially a wholly owned subsidiary in India, timely FEMA and RBI filings (such as FLA, FC-GPR, FC-TRS, ECB returns) are especially critical to avoid penalties and maintain clean foreign investment records. With proper planning, record-keeping, and professional support from CorporateLegit, a company can meet all monthly and annual obligations efficiently and maintain a fully compliant corporate status in India.FC-TRS