Saturday, 10 September 2016

INCORPORATION OF A PRIVATE LTD. COMPANY AS PER COMPANIES ACT 2013

INCORPORATION OF A PRIVATE LTD. COMPANY AS PER COMPANIES ACT 2013

Obtain director identification number (DIN)
Obtain director identification number (DIN) online from the Ministry of Corporate Affairs portal. The applicant is required to fill out and submit Form DIN-1 to obtain the provisional DIN. This form is available online on the Ministry of Corporate Affairs 21st Century (MCA 21) portal (www.mca.gov.in). The provisional DIN is immediately issued. The applicant is also required to pay an application fee of INR 100, which can be done online. The printed application form must then be signed and sent for approval to the Ministry of Corporate Affairs by courier, along with proof of payment (Service Request Number [SRN] of the fee paid online), proof of identity, and proof of residence within 60 days of the date of generation of the provisional DIN. On receipt of the DIN application form and attached supporting documents, the concerned authority verifies all the documents and, upon approval, issues a permanent DIN. The status of the DIN approval process can be checked online on the MCA portal. The provisional DIN itself is approved as the permanent DIN.

Obtain Digital Signature Certificate
Obtain digital signature certificate online from private agency authorized by the Ministry of Corporate Affairs.
To use the new electronic filing system under MCA 21, the applicant must obtain a Class-II Digital Signature Certificate (DSC). The DSC can be obtained from six private agencies authorized by the Ministry of Corporate Affairs (MCA 21). Each certifying agency has its own fee structure, ranging from INR 400 to INR 2,600, depending upon various factors such as validity period, delivery time, and cost structure. Company directors submit the prescribed application form along with proof of identity and address. After the DSC is obtained, it must be registered on the MCA portal before it can be affixed on any e-form. Once the Director has obtained the provisional DIN online, DSC may be obtained while the provisional DIN is being registered.

1. Reservation of Name
Application for reservation of name shall be filed in Form No INC.1. In this application, optional names can be quoted. While finalizing these names, the following issues needs to beconsidered.
Name should contain three parts like;
a. First Part – Prefix (a unique name or brand name e.g. Reliance, Tata, Mahindra etc)
b. Second Part – Activity (business activity e.g. Industries, Motors, Chemicals etc)
c. Third Part – Status (Private Limited)

2. Application of Incorporation
Once the name is approved by ROC, an application for incorporation shall be filed with RoC in Form No INC-7
Following documents or details shall be submitted or provided along with Form No INC-7
a. Memorandum and Article of Association (please refer Note 1 for details)
b. Declaration from Practicing Professional (CS or CA or CMA) in Form INC-8 stating that all the requirement of the act and rules has been complied with
c. An affidavit from each subscriber and from each First director, if any, in Form No INC 9
d. Address for correspondence till its registered office is established
e. Particulars of subscribers along with their proof of identity (please refer Note 2 for details)
f. Particulars of First Director, if any, alongwith their proof of identity (please refer Note 2 for details)
g. Particulars of interest of First Directors in other firms or body corporate alongwith their Consent to as Director shall be in Form No DIR 12
h. Specimen signature and photo duly verified by banker or notary in Form No INC-10

Note 1:Memorandum and Article of Association
MoA and AoA shall be signed by each subscriber who shall add his name, address, description and occupation in presence of at least one witness who shall attest the signature and shall likewise sign and add his name, address, description and occupation. (Formats of MOA and AOA has been given in Schedule I of the Act) 

Note 2:
Following particulars to be given for subscriber and first directors
Details
– Name and recent photo affixed and scan with AOA and MOA
– Father’s/Mother’s Name – Nationality – Date of Birth – Place of Birth – Education Qualification – Occupation     PAN Number – Permanent residential address – email id – phone number
Proof of Identity
Indian National: PAN Card (mandatory) and any one of (Voters’ Id, Passport, Driving License, Aadhar Card
Foreign National: Passport
Proof of residence
Bank Statement/Electricity Telephone/Mobile Bill (shall not be more than Two months old)
3. Certificate of Incorporation
The RoC on the basis of Documents and information filled by applicant issue a Certificate of Incorporation and it shall allot Corporate Identity Number (CIN)
4. Commencement of Business
Company having share capital shall not commence any business or exercise any borrowing powers unless Declaration shall be filed in Form No INC 21 by a Director and the content of the form shall be verified by Practicing Professional (CS/CA/CWA) stating that every subscriber has paid the value of shares agreed to be taken and paid up capital is not less than statutory limit; and

Following documents needs to be attached with the Form No INC 22
Registered document of the title in name of Company; or
Notarised copy of Lease/rent agreement along with rent paid receipt (Rent receipt shall not be older than 1 month); or
Authorisation from Owner to Company along with proof of ownership for use of premises as Registered Office (NOC can be submitted for this); and
Proof of evidence of any utility service like gas, electricity, telephone etc. in the name of owner (not older than 2 months)



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