The hard part isn’t the setup. It’s knowing which structure — and how.
Setting up a US company from India, explained.
indieincorp is a free, educational guide for Indians incorporating in the United States — figuring out the structure you actually need, and how to stay compliant in both countries.
The incorporation itself is easy. Choosing the right structure — and clearing FEMA, ODI and RBI reporting on the India side — is where founders get stuck. That’s the part this walks you through.
MP
Mayank Prakash
100+ India-US structuring and incorporations for Indian founders
Setting up a US company from India is genuinely tricky — I’ve done it more than a hundred times for Indian founders, and no two cases are quite the same.
Some need it because they’re building a Tech / SaaS / AI startup and a US company is the first thing a global investor asks for. Others need it for Stripe billing and payments, US customer contracts, credibility with buyers, a US bank account, or a US address.
This site is an attempt to share the knowledge I’ve picked up over time. Text can’t cover everything, so I’ve added my calendar too — anyone looking for India–US company-structuring help is welcome to book a call. I’m not charging anything, and I can make introductions wherever they’re useful.
Find your structure
Let's figure out what you actually need.
Answer as you go — each choice opens the next step.
01 · Which company?
US companies come in a few flavours — C-Corp, LLC, S-Corp and a couple more. For foreign founders, two matter: the C-Corp and the LLC. Which you need comes down to why you want the US company.
Not sure yet? The rule of thumb: if you'll ever raise VC money, pick C-Corp — switching later is painful. Bootstrapping a service or small product? LLC is cheaper and simpler.
Still have questions
Guides can only cover so much.
Every cap table has a wrinkle. Whichever route you landed on — or if you’re still confused — book a free call and we’ll map your specific case together.
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Free · 20 minutes · bring your situation
The reading path
Read them in order.
The full sequence for the most common case — a FEMA resident building a C-Corp with a US parent and India subsidiary, on the LLP route. Decide, set up, then stay compliant.
PHASE 1
Decide your structure
01
Why investors prefer Delaware C-Corps
02
US parent or Indian parent?
03
FEMA residency — which route you qualify for
PHASE 2
Set it up — the LLP route
04
The LLP route — the rule & the workaround
05
LLP route: cost & timelines
06
Capitalising your US C-Corp
PHASE 3
Stay compliant — every year, both sides
07
Ongoing compliance — India side (APR, FLA return, ROC/MCA filings, TDS, DIR-3 KYC)
SOON
08
Ongoing compliance — US side (DE franchise tax, Form 1120 + 5472, BOI/FinCEN, R&D §174)
SOON
PHASE 4
When it applies to you
The structures and routes, in words
The guided path above reveals one step at a time. Here’s the same ground in full — for anyone who’d rather just read.
Why investors prefer a Delaware C-Corp
US venture runs on standardised documents — SAFEs, board consents, priced-round paperwork — all written for Delaware corporations, so investing is fast and familiar. Delaware’s corporate case law is the deepest in the world, so governance outcomes are predictable. Preferred stock and clean option pools exist natively in a C-Corp. And QSBS — a US provision that can make a qualifying investor’s exit gains partly or fully free of federal capital-gains tax — only applies to C-Corp stock.
The three common structures
US parent + India subsidiary (the norm for VC-backed) — a Delaware C-Corp on top for fundraising, contracting and billing, wholly owning an India Pvt Ltd that runs payroll, grants ESOPs, employs the founders and flows IP up to the parent. Pros: exactly what US and global VCs expect and QSBS rewards, with cleanly US-owned IP. Cons: two entities to run, transfer pricing between them, and ODI + FDI reporting — the most cost-intensive to build. Best for raising from US or global VCs while the team is in India.
Standalone C-Corp — just the Delaware C-Corp, for founders still building pre-investor. Simplest and cheapest to start, but contractor-created IP is loosely bound and PE/POEM risk builds; investors will push you to formalise India. Recommendation: still set it up via the LLP route so you can drop an India subsidiary later without closing the door.
India parent + US subsidiary — an India Pvt Ltd on top with a US C-Corp below. The most viable shape when you’re India-first, with capital coming from Indian angels, AIFs and government grants, and easier Indian exits — but it rules out US and global VCs early, QSBS isn’t available to your investors, and flipping to a US parent later is expensive, slow and tax-heavy.
The LLP route
The structure US investors want — a Delaware parent over an Indian subsidiary — is one an Indian resident can’t hold directly. The fix almost everyone uses: each founder holds their US shares through their own Indian LLP, invested through the RBI’s ODI process. That triangle — your LLP → US C-Corp → India Pvt Ltd — is what your CA means by the triangle structure.
Which route applies: your FEMA residency
Whether you use the LLP route or can incorporate directly comes down to your FEMA residency — not your passport, not your income-tax residency. Broadly, more than 182 days in India in the preceding financial year makes you a resident, but intention overrides days: leave for work or business abroad and you flip to non-resident the day you go. FEMA residents take the LLP route. A genuine non-resident funding the company from foreign-earned money that never touched Indian funds can often incorporate directly — no ODI, no LLP. If you’re unsure, that’s the most common answer, and exactly the kind of thing worth confirming on a call before you file.
MP
Mayank Prakash
indieincorp.com
I led the incorporations business at Inkle, where I set up FEMA- and ODI-compliant US structures for more than a hundred founders — the flips, the filings, the parts that go wrong. indieincorp is where I do that independently now. If you’re about to incorporate, flip, or file, talk to me first.