Can I close an Indian Pvt Ltd subsidiary without delinking it from the US parent first?

Discussion :discuss:

I have a Delaware C-Corp that owns 100% of an Indian Private Limited company.

The Indian company has had zero revenue and no intercompany transactions for the last ~2 years. The US company had some revenue earlier, but that business is also being wound down now. I want to close both entities.

My US CA said we may need to “delink” first, meaning transfer the Indian company shares from the US parent to an Indian resident, and only then close the Indian company. This seems compliance-heavy, so I’m trying to understand if it is actually necessary.

My doubt is: why can’t the Indian company be closed while still owned by the US parent, and the US parent simply write off the investment in the Indian subsidiary as worthless?

What practical problems can arise if I close both without delinking first, on either side?

For example:

  1. RBI/FEMA or ROC objections in India
  2. Valuation or tax issues in India
  3. US tax/accounting issues while writing off the subsidiary investment
  4. IRS foreign subsidiary/final return reporting
  5. Problems dissolving the Delaware C-Corp while the Indian subsidiary is still being closed

Has anyone handled a similar Indian subsidiary plus foreign parent closure?

Not looking for formal legal advice, just trying to understand the practical compliance path before speaking further with professionals.

Posted Jun 3, 2026, 1:42 AM UTC

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