Corporate and Other Laws · Companies Incorporated Outside India

Registration and Documents to be Delivered under Section 380

Updated 4 October 2026 · Fact-checked

Section 380 requires every foreign company to deliver listed documents to the Registrar within 30 days of establishing a place of business in India. These include its charter, registered office address, directors list, an Indian agent for service, and a declaration. Any later alteration must be filed within 30 days.

Understand Registration and Documents to be Delivered under Section 380

A foreign company is a company incorporated outside India that has a place of business in India. Once it sets up shop here, the law wants the public and the Registrar to know who it is, where it sits and who can be served with legal papers. Section 380 is the section that achieves this.

The clock starts on the day the company establishes a place of business in India. The company then has thirty days to deliver the prescribed documents to the Registrar for registration. The section applies to all foreign companies (Section 379(1) applies Sections 380 to 386 to all of them).

The list in Section 380(1) covers: the charter, statutes or memorandum and articles (with a certified English translation if needed); the full address of the registered or principal office of the company; a list of directors and secretary; the name and address of one or more persons resident in India authorised to accept service; the full address of the office in India which is deemed to be the company's principal place of business in India; particulars of earlier opening and closing of a place of business in India; a declaration that no director or authorised representative has ever been convicted or debarred from company formation and management in India or abroad; and any other information prescribed.

Filing is not a one-time event. Under Section 380(3), if any alteration is made in the documents already delivered, the company must file a return of the alteration in the prescribed form within thirty days of the alteration. Section 383 then links back: any process or notice is validly served if addressed to a person whose name and address were delivered under Section 380 and left at, or posted to, that address, or sent by electronic mode.

For exams, think of it as a checklist plus two clocks: 30 days from establishing the place of business, and 30 days from any alteration. Section 380(2) is a saving provision for foreign companies existing when the 2013 Act began: if they had not delivered the documents under Section 592(1) of the 1956 Act, they stay bound by that Act's obligation.

Key rules to remember

Time limit for initial filing: Within 30 days of establishing a place of business in India; Section 380(1). The trigger is establishing the place of business, not incorporation abroad.
Time limit for alterations: Within 30 days of the alteration, file a return in the prescribed form; Section 380(3). Applies to any change in the documents already delivered.
Documents under Section 380(1): (a) charter/MOA/AOA + certified English translation; (b) address of registered or principal office of the company; (c) list of directors and secretary; (d) Indian resident authorised to accept service; (e) address of the office in India deemed to be its principal place of business in India; (f) earlier opening/closing particulars; (g) declaration on conviction/debarment; (h) other prescribed information; Remember the eight items (a) to (h). Translation is needed only if the instrument is not in English. Keep (b) and (e) apart: (b) is the company's registered or principal office, while (e) is the office in India deemed to be its principal place of business in India.
Service of documents: Served if addressed to the person named under Section 380 and left at or posted to the delivered address, or sent electronically; Section 383. Ties the Indian authorised person to valid service.
Application of the section: Sections 380 to 386 and 392, 393 apply to all foreign companies; Section 379(1). Section 379(2) adds that where at least 50% of paid-up share capital is held by Indian citizens or Indian companies or bodies corporate, the company must comply as if it were an Indian company.

How to solve Registration and Documents to be Delivered under Section 380 questions

Use this method for any question on filing by a foreign company, whether it is theory or a short case.

1Check that the company is a foreign company, meaning incorporated outside India with a place of business in India.
2Identify the trigger: the date the place of business was established in India, or the date of an alteration.
3Count thirty days from that date and compare with the actual date of filing.
4List the documents under Section 380(1)(a) to (h) and check what the facts say was filed or missed.
5Check translation: if the charter is not in English, a certified English translation is needed.
6If a later change occurred, apply Section 380(3): a return of the alteration within thirty days.
7For service issues, link to Section 383: service on the person whose name and address were delivered is sufficient.
8Write the conclusion in provision, facts, conclusion form.

Quickest way: The 30-30 checklist for MCQs and written answers

When to use it: Use when time is short or when the question is a quick MCQ or a short note.

Fix the two clocks: 30 days from establishing the place of business, and 30 days from an alteration.
Eliminate any MCQ option with 15, 45 or 60 days for these filings.
Recall the checklist as: charter, registered or principal office address (company's own), directors list, Indian agent, office in India deemed principal place of business in India, earlier history, declaration, other.
In written answers, start with the section and the time limit, then list documents in numbered points.
End with one line on alterations and one on service under Section 383 to pick up extra step marks.

Common mistakes in Registration and Documents to be Delivered under Section 380

Counting 30 days from incorporation abroad
Students confuse the trigger with incorporation of Indian companies.
Fix: The trigger is establishing a place of business in India.
Forgetting the Indian resident authorised to accept service
Students focus on the charter and directors list and skip clause (d).
Fix: Memorise clause (d) and link it to Section 383 on service.
Requiring translation in every case
Students read the translation phrase as universal.
Fix: A certified English translation is needed only if the instrument is not in English.
Ignoring the alteration return
Students treat Section 380 as a one-time filing.
Fix: State Section 380(3): a return within thirty days of any alteration in the prescribed form.
Omitting the declaration on conviction or debarment
It is clause (g) and appears late in the list.
Fix: Remember it covers the directors and the authorised representative in India, in India or abroad.
Confusing Section 380 with Section 381 or 389
All three deal with foreign companies.
Fix: Section 380 is registration documents, Section 381 is annual accounts, Section 389 is prospectus registration.

Worked examples

Example 1

Alpha Inc., incorporated in the USA, opened a liaison office in Mumbai on 1 June. Its charter is in English. State the documents it must deliver to the Registrar and by when.

Show the solution

Provision: Section 380(1) requires every foreign company to deliver specified documents within thirty days of establishing a place of business in India.
Facts: The place of business was established on 1 June. Thirty days end on 1 July.
Documents: a certified copy of the charter or memorandum and articles; the full address of the registered or principal office of the company; a list of directors and secretary; name and address of one or more India-resident persons authorised to accept service; full address of the office in India deemed to be its principal place of business in India; particulars of earlier opening or closing of a place of business in India; a declaration that no director or authorised representative has been convicted or debarred; and any other prescribed information.
Translation: the charter is in English, so no translation is needed.

Answer: Alpha Inc. must deliver the Section 380(1) documents to the Registrar by 1 July, within thirty days of establishing its place of business. No translation is needed as the charter is in English.

Example 2

Beta Ltd., a foreign company, registered under Section 380. Three months later it changed its Indian authorised person. It did not inform the Registrar. A notice was sent to the old person's address. Discuss.

Show the solution

Provision: Section 380(3) requires a return of any alteration in the documents delivered, within thirty days of the alteration, in the prescribed form.
Facts: The authorised person's details are part of the documents delivered under Section 380(1)(d). Changing the person is an alteration. No return was filed.
Default: Beta Ltd. did not file the return within thirty days, so it breached Section 380(3).
Service: Section 383 treats service as sufficient if addressed to a person whose name and address were delivered to the Registrar and sent to the delivered address. The old person's details remain the ones on record.
Conclusion on service: the notice sent to the address on record is deemed sufficiently served.

Answer: Beta Ltd. breached Section 380(3) by not filing a return within thirty days of the change. Because the Registrar's records still show the old person, a notice sent to that delivered address is deemed sufficiently served under Section 383.

Exam tips

Write the thirty-day limit twice: once for initial filing and once for alterations. Examiners look for both.
In list questions, number the documents (a) to (h) so each point can earn a mark.
In case-based questions, name the trigger date first and then count days, showing the working.
Link Sections 380 and 383 in one answer when authorised persons or service are mentioned.
Do not quote penalty amounts unless the question asks. State only what you are certain of.

Practice questions from Companies Incorporated Outside India

Registration and Documents to be Delivered under Section 380 in other exams

The same ground in other exams, if you are preparing for more than one or want another angle on it.

CS ProfessionalForeign Companies: Documents to be Delivered to Registrar (Section 380)

Registration and Documents to be Delivered under Section 380: frequently asked questions

Within how many days must a foreign company file documents under Section 380?

Within thirty days of establishing a place of business in India. Any later alteration must also be reported within thirty days of the alteration.

Is a translation of the charter always required?

No. A certified English translation is needed only if the charter, statutes or memorandum and articles are not in English.

Why must a foreign company name a person resident in India?

That person is authorised to accept service of process, notices and other documents on the company. Under Section 383, service on that person at the delivered address is sufficient.

Does Section 380 apply to all foreign companies?

Yes. Section 379(1) applies Sections 380 to 386 and Sections 392 and 393 to all foreign companies. Section 379(2) adds that foreign companies with at least 50% of paid-up capital held by Indian citizens or Indian entities must comply as if they were Indian companies.

What is the difference between Section 380 and Section 381?

Section 380 deals with registration documents and alterations. Section 381 requires the company to prepare a balance sheet and profit and loss account every calendar year and deliver copies to the Registrar.