Under the provisions of the Indian Companies Act,
1956, a non-resident can form any of the following types of companies.
·
Private
Limited Company
·
Public
Limited Company
WHAT ARE THE PRE-REGISTRATION
REQUIREMENTS TO FORM A COMPANY?
·
A Private Limited Company must have a Paid-up capital of INR
100,000 and must have a minimum of two directors and two shareholders.
·
The directors must have a valid Director Identification
Number (DIN), allotted by the Ministry of Corporate Affairs. DIN is a unique
identification number for an existing director or a person intending to become
a director of a company. As per a recent amendment to the Companies Act 1956,
DIN has become mandatory for all the directors.
·
At least one of the directors should have a valid Digital
Signature Certificate issued by the Certifying Authorities (CA) and approved by
the Ministry of Corporate Affairs.
WHAT
ARE THE STEPS FOR ALLOTING A NAME TO YOUR COMPANY?
·
File an application for MCA’s
approval of the desired name for the proposed company.
·
Application for name approval can be
made online via MCA’s portal MCA 21.
·
The particulars required to complete
the form :
ü Name of the proposed company
ü Location of registered office of the proposed company
ü Main Objectives of the business of the company
ü Names of Subscribers to the Memorandum of Association
ü Proposed Authorized Share Capital of the Company
ü DIN & DSC
LIST OF DOCUMENTS
TO BE PREPARED FOR INCORPORATION?
·
After obtaining name approval from
the ROC the following documents must be prepared to incorporate the company:
ü Memorandum of
Association (MOA)
ü Articles of
Association (AOA)
ü Form 1 – providing
details of promoters of the company
ü Form 18 –
providing details of registered office of the company
ü Form 32 –
providing details Directors of the company
·
Then the MOA and
AOA are required to be stamped & filed with the ROC. A stamp duty is
required to be paid on the MOA and on the AOA. The document preparation process may
take five to seven days.
WHAT ARE THE DOCUMENTS REQUIRED TO BE SUBMITTED TO ROC?
·
The following documents are to be submitted to the ROC with the
filing fee and the registration fee:
ü The stamped and
signed Memorandum and Articles of Association (3 copies).
ü Form-1, 18 &
32 in duplicate.
ü Any agreement
referred to in the Memorandum & Articles.
ü Any agreement
proposed to be entered into with any individual for appointment as Managing or
whole time Director.
ü Declaration of
Compliance by an advocate or company secretary or chartered accountant or
director, manager or secretary of the company
ü Name availability
letter issued by the ROC.
ü Power of Attorney
authorizing a person, on behalf of subscribers, any documents and papers filed
for registration. The power of attorney should be given on Non-Judicial stamp
paper of appropriate value and shall be submitted to the Registrar
WHAT IS THE FEES CHARGED FOR
PAYMENT OF REGISTRATION FEES?
·
The fees payable to the Registrar at
the time of registration of a new company varies according to the authorized
capital of a company proposed to be registered. Payment for the Registration
and Filing Fee must be made by Demand Draft/Banker’s Cheque if it exceeds
Rs.1000/.
WHEN CAN YOU COMMENCE
YOUR BUSINESS?
·
The ROC will issue a Certificate of
Incorporation after careful review of documents submitted. Section 34(1) cast
an obligation on the Registrar to issue a Certificate of Incorporation,
normally within 7 days of the receipt of documents.
·
A Private Limited Company can start
its business immediately on receiving the Certificate of Incorporation.
WHAT ARE THE
VARIOUS COMPLIANCES TO BE MET?
·
PAN APPLICATION
·
TAN APPLICATION
·
VAT REGISTRATION
·
SERVICE TAX REGISTRATION
·
PROFESSIONAL TAX
·
IEC REGISTRATION
·
PF,ESIC AND OTHER LABOUR LAW
REGISTRATIONS
FILING OF E- FORMS
WITH ROC
·
DIN-1: APPLICATION
FOR ALLOTMENT OF DIRECTOR IDENTIFICATION NUMBER
·
FORM 1: APPLICATION
FOR INCORPORATION OF A COMPANY
·
FORM 18: NOTICE OF
SITUATION OF REGISTERED OFFICE
·
FORM 32: PARTICULARS
OF APPOINTMENT OF MANAGING DIRECTOR, DIRECTORS, MANAGER AND SECRETARY AND THE
CHANGES AMONG THEM OR CONSENT OF CANDIDATE TO ACT AS A MANAGING DIRECTOR OR
DIRECTOR OR MANAGER OR SECRETARY OF A COMPANY AND/ OR UNDERTAKING TO TAKE AND
PAY FOR QUALIFICATION SHARES
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