Procedure for Company Incorporation in India

Company Registration is an extremely important process before starting a business in any country. Today, we witness the stiff competition in the Indian market and businesses find it extremely challenging to cope up with the speed at which the economy is booming. The business sector is proliferating and given this scenario, it is extremely imperative for businessmen to incorporate their business for seamless operations.

With the introduction of GST, it is very important for businesses to adopt the right process for incorporating their company as per the laws prescribed in India.

Now, we will discuss the details of applications one need to file in order to incorporate a company in India:

1. 1. Application for Incorporation

An application for incorporation of a company has to be made with the Registrar, within whose jurisdiction the registered office is situated. It shall be filed in E-Form SPICe (INC-32) along with E-Form-INC-33(MOA) and E-Form INC-34(AOA).

• 1.1 INC-33 (E-MOA) and INC-34 (AOA)

(a) INC-33 (E-MOA)

-This is a linked form to INC-32 form. The Table of MOA applicable to the company has to be selected as notified under Schedule 1.

(b) INC-34 (AOA)

-This is a liked form to INC-32 form.The table of AOA has to be selected and there is an option to alter or add an article in the form itself. 

Now we will discuss the procedures one need to follow in order to Incorporate a Company in India:
1. A company needs to obtain a Director Identification Number (DIN) for proposed Directors of the new company.
2. Obtain a Digital Signature Certificate (DSC) for proposed Directors of the Company.
3. The company needs to file the proposed company name for approval to the registrar of companies.
4. The company needs to have the Memorandum of Association and Articles of Association printed.
5. Stamp duties need to be paid online.
6. A company needs to file all incorporation forms and its documents online which consist of the Memorandum of Association (MOA) and the Articles of Association (AOA).
7. A Certificate of Incorporation also needs to be obtained.
8. The company has to request and obtain a certificate to commence its operation, if required.

Note: Before going ahead with the process, the company needs to check company name availability to ensure that the proposed name selected does not contain any word as prohibited under the Companies Act, 2013.

1. 2. SPICe - Form INC-32

SPICe Form INC-32 is a simplified proforma introduced by Ministry of Corporate Affairs (MCA) for electronically incorporating a company. It is a single application basically used for reservation of name, incorporation of a new company and/or application for allotment of DIN. SPICe (INC-32), just like Form INC-29 helps speedily track the incorporation of a company in India.

SPICe or Form INC-32 mitigates the difficulties of incorporating a company. SPICe can help incorporate a company with just a single step within 1 or 2 days. Following are the type of companies that can be incorporated in India using the SPICe or Form-INC-32:

(1) Private Limited Company
(2) Public Limited Company
(3) One Person Company
(4) Section 8 Company
(5) Producer Company

A company can also be of multifarious categories which include company limited by shares, company limited by guarantee or unlimited company.

• 2.1 Below is the Procedure for Filing SPICe - Form INC-32

Documents including details of the Directors and subscribers, declarations, affidavits, identity proof, address proof, MOA and AOA must be provided while filing the INC-32 Form which is further cascaded to the MCA's Central Processing Centre. If the application is approved, the company will be registered and a Corporate Identity Number (CIN) would be allocated. The proposed directors who does not have a Director Identification Number (DIN) would be issued a valid DIN. The company can also get the PAN, TAN and ESIC registration with the help of Form INC-32.

• 2.2 Declaration by a Professional

A company has to get the Form INC-32 digitally signed by a professional Chartered Accountant, Cost Accountant, Advocate or a Company Secretary who must declare that all information presented in the form is correct and also has to enter his/her membership number and certificate number.

Following are the Important Documents Required for SPICe Form INC-32:

(1) Articles of Association and Memorandum of Association - The AOA and MOA are applicable and mandatory only if it is a Section 8 company or a company with foreign subscribers who does not have a Director Identification Number (DIN).
(2) Proof of office address.
(3) Proof of residential address and identity of the subscribers.
(4) Proof of residential address and identity of directors.
(6) A No Objection Certificate (NOC) issued by the sole
(7) A  copy of the utility bills not older than two months.
(8) A copy of approval only in case the proposed name contains any word(s) or expression(s) that requires the Central Government approval.
(9) It is mandatory to attach the trademark certificate or trademark application copy if the proposed name is based on a registered trademark or if it a subject matter of an application pending for registration under the Trademarks Act.

Note: In January 2020 The Ministry of Corporate Affairs (MCA), notified to issue new form SPICe Plus as a part of India’s Ease of Doing Business initiatives. to know more, please click here.

Conclusion

These procedures needs to be followed for Company Incorporation. LegalDocs help businesses with end-to-end solutions with respect to documentation and paperwork for which free consultation is provided. You can also get your company incorporation online. LegalDocs is poised to be the one-stop solution for legal compliance, taxation, and financial advisory and intends to take the Indian Business to the next level by providing assistance in processing documents securely and safely.