Resident Director Services in India

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Resident Director Services in India

As per Section 149(3) of the Companies Act, 2013, every Indian company must have at least one resident director who has resided in India for at least 182 days during the financial year. This applies to all companies registered under the Companies Act, 2013. At AMG Corporate Avenues LLP, we provide professionally qualified resident director services to help you meet this regulatory requirement without compromising operational independence, data security or decision-making control.

 

Key Highlights of Our Resident Director Service:

  • Fully compliant with the Companies Act, 2013
  • Suitable for foreign-owned companies or offshore promoters
  • Non-executive, non-signatory role with clearly defined scope
  • Secured through NDA, indemnity bond, and service agreement
  • Quick onboarding process — 3–5 business days

What is a Resident Director?

A Resident Director is a member of a company’s board who has physically stayed in India for at least 182 days during the Financial year, as per Section 149(3) of the Companies Act, 2013. This requirement ensures that every company incorporated in India has at least one locally present individual responsible for legal compliance and regulatory communication.

Unlike an executive or managing director, a Resident Director may serve in a non-executive capacity, especially in the case of foreign-owned entities. They do not necessarily participate in the company’s day-to-day operations, decision-making, or financial control unless specifically authorized.

Why Is a Resident Director Required?

The Resident Director requirement functions as a form of local representation. It ensures that every company has at least one point of accountability within India for compliance and regulatory purposes.

 

1. Legal Mandate Under Companies Act, 2013

Section 149(3) makes it compulsory to appoint a Resident Director for the incorporation and continued operation of companies in India.

 

2. Not Citizenship-Based

Eligibility is based on residency duration, not nationality. Even foreign nationals who have stayed in India for 182+ days during the Financial year can qualify. 

Further, in case of a newly incorporated company, the requirement of residency of  182 days during the financial year shall apply proportionality at the end of the financial year in which the company is incorporated.

 

3. Liaison for Regulatory Communication

The Resident Director acts as a legal bridge between your company and government bodies such as the MCA, RoC, and tax authorities.

 

4. Board Presence Requirement

A director must attend at least one board meeting per year to maintain active status and avoid disqualification under Section 167.

 

5. Operational Continuity Without Physical Presence

For foreign promoters operating remotely, the Resident Director ensures the company remains compliant without requiring a full-time Indian team.

Who Needs a Resident Director in India?

Appointing a resident director is not just a compliance formality; it is a strategic necessity for certain business structures. Here is a detailed look at the types of companies that typically require this service.

 

1. Foreign Entities Setting Up an Indian Subsidiary

Global companies expanding into India through a Wholly Owned Subsidiary (WOS) or Joint Venture must appoint at least one Resident Director to comply with Section 149(3) of the Companies Act, 2013. This legal representative ensures the subsidiary meets all regulatory requirements from day one.

 

2. Companies Without India-Based Promoters or Employees

If your company does not have any promoters, shareholders, or employees physically present in India, appointing a Resident Director becomes essential. This role offers a statutory presence in India without requiring an internal local team.

 

3. Startups Expanding from Abroad with No Local Directors

Many tech startups and SaaS companies operate globally with lean teams and remote structures. When entering the Indian market, they often need a Resident Director to fulfil incorporation and compliance mandates until they hire locally.

 

4. Businesses Requiring a Temporary Legal Presence in India

Some foreign companies enter India to test the market or set up representative offices. In such cases, a Resident Director helps establish a temporary legal presence without long-term commitments like office space or employee hiring.

 

5. Companies Seeking Nominee Representation for Compliance

Organizations that prefer to keep their core management offshore often seek a nominee Resident Director to handle only statutory and legal responsibilities. This ensures the company remains compliant without handing over any operational control.

What We Offer in Our Resident Director Service

We go beyond just appointments; we offer a legally structured and risk-managed solution. Our services include:

Nomination of a Qualified Resident Director

We appoint a non-executive professional who meets all statutory residency requirements and has no conflict of interest.

Non-Executive Role with Limited Powers

Our appointed director does not participate in daily operations, business decisions, or financial management unless mutually agreed.

Legally Vetted Service Agreements

We execute an NDA, Service Agreement, and Indemnity Bond defining responsibilities, limitations, and liability protection.

Board Meeting Participation (as required)

The director fulfils the minimum attendance required by law and participates in meetings virtually or physically as per scope.

Regulatory
Interface

We assist in executing documents, attending compliance reviews, and engaging with authorities when legally necessary.

No Bank Signatory or Financial Role

The nominated director does not act as a signatory to any bank account and does not engage in any financial or accounting function.

Benefits of AMG’s Resident Director Services

1. Compliant with Indian Corporate Laws

We ensure full adherence to all statutory and regulatory requirements with clear contractual safeguards.

 

2. Professionally Qualified Directors

Our nominees include chartered accountants, company secretaries, and legal professionals with strong governance backgrounds.

 

3. Tailored for Foreign Businesses

Whether you’re managing operations from overseas or using a virtual office setup, our services are built to support remote promoters.

 

4. Zero Interference in Business Control

The Resident Director plays a limited role strictly defined by the agreement — ensuring full control remains with the foreign stakeholders.

 

5. Discreet & Confidential Representation

We ensure confidentiality through binding NDAs and data protection protocols.

 

6. PAN India Availability

We provide Resident Director services across all major Indian cities, including Delhi, Mumbai, Bengaluru, Hyderabad, and Chennai.

Process for Appointing a Resident Director

We follow a seamless and secure procedure that minimizes turnaround time while maintaining full legal compliance.

Step 1: Consultation & Need Assessment

We evaluate your company’s structure, compliance needs, and preferred scope for the director.

Step 2: Document Exchange & Due Diligence

We share the KYC documents of the proposed director and sign NDAs and service contracts.

Step 3: Board Resolution & Consent Preparation

We draft the necessary board resolution, DIR-2 (Consent to Act), and DIR-8 (Disclosure of Non-Disqualification).

Step 4: DIN & KYC
Filing

If required, we assist in obtaining or updating the Director Identification Number (DIN) and file DIR-12 with the RoC.

Step 5: Director Appointment Finalization

Once all filings are completed, the Resident Director becomes officially appointed on your board.

Step 6: Ongoing Support & Compliance

We assist in annual compliance, directorship renewal, and statutory record maintenance.

Documents Required for Appointment of Resident Director

From the Foreign-Owned Entity:

  • Certificate of Incorporation

  • MOA and AOA

  • Board Resolution authorizing the appointment

  • Authorized Signatory Passport and Proof of Identity

From the Resident Director (Provided by AMG):

  • PAN Card & Aadhaar Card

  • Proof of Residence (utility bill/rent agreement)

  • Passport-sized Photograph

  • DIR-2 and DIR-8 forms

  • DIN (if available; else we apply)

Inclusions in Our Service Package

  • Nomination of Professional Resident Director
  • Drafting & Filing of Board Resolutions
  • DIN KYC & ROC Filings (DIR-2, DIR-8, DIR-12)
  • Legal Agreements (Service Contract, NDA, Indemnity)
  • Board Meeting Attendance (as required)
  • Annual Compliance Review
  • Optional: Support with RoC/Regulatory Queries

Note: The Resident Director will not serve as a bank signatory, nor participate in core business, finance, or HR activities.

Inclusions in Our Service Package

FeatureBranch OfficeLiaison Office
Revenue GenerationAllowedNot Allowed
RBI ApprovalRequiredRequired
Activities PermittedCommercial and trading activitiesLiaison & brand representation only
Tax LiabilityLiable to pay income taxNot liable (no revenue allowed)
Suitable ForBusinesses ready to trade or consultMarket entry or brand promotion

Why Choose AMG Corporate Avenues LLP for Resident Director?

At AMG Corporate Avenues LLP, we don’t just fill positions, we provide compliant, secure, and strategic solutions tailored for foreign businesses operating in India. Here’s why clients across industries trust us for Resident Director services:

Legally Vetted, Risk-Free Appointments

Our directors are appointed under comprehensive legal agreements, including service contracts, NDAs, and indemnity bonds, ensuring zero ambiguity and full protection.

Passive, Non-Executive Representation

We strictly operate within a non-executive capacity, meaning our Resident Directors don’t interfere with your business, finances, or daily operations, giving you complete control.

Corporate Law Expertise

Our directors are backed by a team of Company Secretaries, Chartered Accountants, and legal experts who ensure your company stays compliant with evolving Indian regulations.

Tailored Solutions for Global Businesses

We understand the unique challenges foreign entities face when expanding into India. Our service is designed to support remote management, virtual setups, and global compliance protocols.

Confidentiality Assured Through Binding NDAs

All data, documents, and business strategies are handled with strict confidentiality. We execute legally binding Non-Disclosure Agreements to safeguard your interests.

Fast Turnaround with Minimal Hassle

We offer quick appointment timelines—typically 3 to 5 business days—so your incorporation or compliance process isn’t delayed.

PAN India Availability

Whether your company is registered in Delhi, Mumbai, Bengaluru, Hyderabad, or a smaller Tier-2 city, our network of Resident Directors spans across India.

End-to-End Support & Annual Reviews

From director onboarding to annual filings and board participation, we offer complete support throughout the year to ensure you never miss a compliance deadline.

Frequently Asked Questions (FAQs)

Any individual (Indian or foreign) who has physically stayed in India for at least 182 days during the Financial year qualifies.

Only to the extent defined by law and the service agreement. Our director serves as a passive, non-executive officer.

No, the role is strictly for compliance purposes. They do not interfere with management, finances, or operations.

Yes, directors can resign or be replaced by filing appropriate forms with the RoC.

No, we do not provide signatory rights or financial access under this service.

Yes, if they meet the residency criteria. However, some companies prefer a professional director to maintain separation and reduce internal risk.