Updated: Jul 31, 2021
Incorporation of a Company is a step closer in making you an entrepreneur. If you have a business plan and wish to materialise the same, you will have to start with incorporating a company. In the current scenario, where the government is taking initiates to develop the ease of doing business, it has made the process of incorporation a hassle free task. You can now have your company incorporated in just a week’s time.
This article illustrates the requirements of forming a company of your own:
How to begin ?(Preliminary Check)
1. Firstly, you will have to decide the name of your company. It should be a unique name and the name should not similar to any existing company’s name or trademark. If that is the case, the name of the proposed company will be rejected.
2. In case where the proposed directors already have the DIN, you need to ensure that the KYC verification for those directors are done. Without this in place, you will not be allowed to proceed with filing up the Spice+ form.
# DIN stands for Directors’ Identification Number which is an 8 digit unique identification number allotted to the individual who wants to be director of any company.
How will you check if your name is available?
For that you will have to visit www.mca.gov.in and go to MCA Services and check the proposed name on company master data and trade mark search.
Once you are fairly convinced that there is no existing company by the proposed name, you can proceed with the application process for formation of a company.
1. Passport size photographs of the proposed directors.
2. Identity proof and the address proof of the proposed directors.
3. Utility bill not older than 2 months confirming the residential address of the proposed directors ( i.e., Bank Statement/ telephone bill/ electricity bill)
4. Proof of registered office (i.e., Lease Deed/ Rent Agreement) along with the utility bill not older than 2 months. The utility bill can be telephone bill/ electricity bill/ Water Bill.
5. No Objection Certificate (NOC) for use of registered office of proposed company from owner and person whose name is mentioned in the utility bill.
6. Specimen Signature Card for upload with the online application for registration with Employees’ Provident Fund Organisation. Click here to download the format.
7. Declaration of Authorised Signatory for GSTIN, if the company wishes to apply for the same.
8. Class-3 Digital Signatures (DSCs) of all the proposed Directors.
9. Consent of the owner or applicant for registration of the trade mark along with KYC details (bearing signatures) of Trademark owner, if any. In case, the trademark owner is a body corporate, then NOC in the form of a Board Resolution along with KYC documents.
10. Declaration in form of an affidavit from the proposed directors and subscribers, incase where the main object of the company requires approvals from sectoral regulators like RBI or SEBI.
Primary Information Requirement-
1. Main object of the Company
Once the name is decided, which is the first step to proceed with the incorporation of the company, the main object of the company should be decided. The main object is basically the business activity that the company wishes to carry out. This will be needed at the time of name reservation and also while filling the memorandum of association of the company.
2. Name of the Proposed Directors
In case of a Private Company, the minimum number of directors should be 2. The company should decide on who shall be the directors of the company and whether the proposed directors has a DIN or not.
In case the proposed Directors does not have DIN, the same can be applied at the time of making the application for incorporation and there is no need to file a separate form in this regard.
3. Share Capital to start the Company
Initially there was a limit for minimum capital requirement of Rs. 1 Lac. However, currently the minimum limit of capital have been omitted and the company can be formed with any amount. However, it is suggested to keep the share capital to at least 1 Lac but again that is not mandatory.
4. Shareholding Pattern of the Company
This is nothing but the shares to be held by the first subscribers of the company. The number of shares to be held shall be calculated based on the capital infusion by each of the directors.
Let’s say, Total capital of the company is Rs. 1,00,000;
Director’s capital infusion is Rs. 50,000 each; Face value of shares is Rs. 10/-
No. of shares held by each director will be 50000/10 i.e., 5000 shares
5. Registered office of the Company
The company needs to decide the address where the registered office would be situated. It can be the residential address as well. In case, where the registered office is not decided, the company can provide the correspondence address.
However, the company will have to file Form INC-22 with the Registrar of Companies (RoC), intimating the registered office of the Company within 30 days of the incorporation.
6. Name of the Bank, where company is willing to open the Bank Account
Currently, the banks those are integrated with Spice+ form are Punjab National Bank, ICICI Bank, State Bank of India, Kotak Mahindra Bank, Bank of Baroda, HDFC Bank, INDUSIND Bank and UBI. The company has to choose the bank from the ones integrated with Spice+ form.
Once the documents and information mentioned above are ready, you can proceed with filing of the Spice+ forms. Upon submission of the forms you shall be directed to the payment gateway to pay the RoC fees and stamp duty. If all the documents are in order, the company incorporation will be approved and certificate of incorporation will be issued.
Other Tag Along Registrations –
Earlier the company, after receiving the certificate of incorporation had to obtain various registrations separately. In order to make the new entrepreneur’s life easier, following registrations has been added as a tag along benefit. It means that now the directors will get all the following registrations as tag along without any separate registration-
1. PAN Card of the company
2. TAN No. of the company.
3. DIN of the directors not having DIN.
4. ESIC Registration.
5. Professional Tax Registration for the state of Maharashtra and Karnataka.
6. GSTIN Registration.
7. Opening of a bank account.
8. EPF Registration.
# Note: All the above registration are mandatory except for GSTIN Registration. You will have the option to choose whether to apply for GSTIN or not.
Important points to be kept in mind:
1. Name application can be done by making an application in Form Spice+ Part A. You can immediately proceed with filling the Spice+ Part B if you are sure to get the proposed name. However, it is suggested to have the name reserved prior to making an application as it would ensure that your name is reserved. The fees for filing RUN Form is Rs. 1,000/-.
2. Only one re-submission is allowed in case of name reservation. So you need to be careful before resubmitting the application. In case the name is rejected, the amount paid for name reservation will not be refunded.
3. The name reservation is valid for only 20 days from the date of its approval. So you need to file the incorporation form within 20 days from the name approval.
4. DSCs of the all the proposed directors will be required.
5. There will be a OTP verification for the authorised person in AGILE-PRO form and hence the mobile number and Email Id of the proposed directors should be active.
6. The incorporation form needs to be certified by a practicing professional. It can be a Chartered Accountant/ Company Secretary/ Cost Accountant/ An Advocate.
7. The RoC fees and the stamp duty for incorporation will be decided based on your proposed authorised capital and the state in which the company is being registered.
8. Once you file the Spice+ Forms, only two re-submission are allowed.
9. The size of forms i.e., Form INC-32 (Spice+), INC-33 (Spice+MoA), INC-34 (Spice+ AoA), INC-35 (AGILE-PRO) and INC-9 (Declaration by Directors) should not exceed 6 MB each. Hence, you need to ensure that the size of the attachments are not huge.
10. The form should be uploaded as linked form and in the following manner-
a. Spice+ Part B
b. Spice+ MoA
c. Spice+ AoA
e. Declaration by Directors.
# Please note that after incorporation of the company, it shall not commence its business unless a declaration for commencement of business is filed in Form INC-20A with the RoC. The time limit for filing the form is 180 days from the date of incorporation of the company.
In case of any specific queries or you need any assistance for incorporation of a company, feel free to write to me at email@example.com