The Mutatis Mutandis Application
Section 228 provides that the provisions of Chapter XIV—inspection, inquiry, and investigation—shall apply mutatis mutandis to foreign companies. The effect is that the ROC’s Section 206 inspection power, the Central Government’s Section 210 inquiry power, and the SFIO’s Section 212 investigation power extend to a foreign company in relation to its Indian business.
The Scope of the Investigation
The investigation may cover the Indian place of business, the branch or liaison office, the Indian representative, and the records maintained in India. Where the foreign company’s Indian operations are integrated with the global operations, the investigators may seek records from the parent company, subject to the applicable law and mutual legal assistance arrangements.
The Cooperation Challenge
A foreign company may face practical difficulties in producing records that are maintained outside India. The company should establish a document-production protocol that identifies the Indian custodian, the records available in India, and the process for obtaining records from the parent. A refusal to produce records on the ground that they are outside India is not a complete defence; the company must demonstrate a genuine legal impediment.
Defence Architecture
The defence should: verify the jurisdiction of the investigating authority; confirm that the foreign company is registered under Section 379 and has an Indian place of business; cooperate with the Indian records; and seek legal advice on cross-border production obligations. The defence should also consider whether the investigation is directed at the foreign company or at its Indian officers, because the representation strategy differs.
Call to Action: For Section 228 foreign company investigation response, cross-border document production, or Indian place-of-business compliance, contact office@anujdesaiassociates.com or 9619456656. Website: https://anujdesaiassociates.com. LinkedIn: linkedin.com/in/ca-anuj-desai-122547230.