PROCEDURE FOR COMPANY FORMATION IN INDIA
Company formation in India or Incorporation Procedure of a Private Limited Company is governed as prescribed under Companies Act, 2013
Process of Company formation in India can be illustrated in following steps:
Name – Apply for the name availability of the proposed company with the Central Registration Center (“CRC”) and the names of the Company shall be unique and shall noyt be already registered with the ROC. One has to fill Web Form SPICE + (Part A) and submit online application along with requisite fee of Rs. 1,000/- with the CRC.
Name Validity – Once Name is approved and made available by the CRC, it remains valid for 20 days from the date of approvals.
DSC – All the subscribers and Directors must have Digital Signature Certificate (DSC) and at least one director must have PAN (Permanent Account Number)/ DIN (Director’s Identification number) and Digital Signature Certificate (DSC).
DIN – Director’s Identification No. (DIN) can be applied with the application of Incorporation of the company in Spice+, if not obtained already.
Preparation of documents – After getting the name following documents are prepared
- Declaration by the Promoter, Directors and shareholders for non-deposit taking and to not to carry out the money circulation scheme
- Consent by the Directors in Form DIR 2
- NOC from the Owner of the premises for the address which shall be used a Registered office address by the Company
Drafting of Memorandum and Article of Association of the proposed company
- Memorandum of Association – The Memorandum of Association is the charter of a company. It is a document, which amongst other things, defines the area within which the company can operate and consists the main business activity of the Company.
- Articles of Association – The articles of a company shall contain the regulations for management of the company. The articles of association of a company are its bye-laws or rules and regulations that govern the management of its internal affairs and the conduct of its business.
In case of Indian Subscribers, SPICE + MoA (INC-33) & SPICE + AoA (INC-34) requires to be filed & signed digitally and in case of non-resident subscribers, needs to be signed manually and subscriber sheet of MOA and AOA have to be attested by Indian embassy/ Apostille based in foreign country.
However, if the non-resident subscribers visit India on Business Visa for signing the documents for company registration, the MOA and AOA require to be signed Digitally instead of manual signatures and such physical MoA and AoA have to be attached in form SPICE + to proceed with the Incorporation application.
Processing of COMPANY REGISTRATION APPLICATION
- After attaching the signed documents along with the ID and Address proofs of all the promoters and proof of Registered office address, Submit the form SPICE + (Part B) online using Digital Signatures for Company Incorporation and the documents shall be processed by the ROC in approximately 3-5 working Days.
- Once ROC is satisfied and scrutiny is completed he will issue certificate of Incorporation. The company would come into existence from the date of Certificate of incorporation.