Incorporation of Private Limited Company -Procedure & Law

TG Team 05 Jul 2016 9,238 Views 1 comment Print Company Law | Articles

Dear Professional Colleague,

This Article contains a checklist entailing the procedure for incorporation a Private Company. It is an attempt to provide a short and crisp checklist to save your valuable time from going through detailed provisions. Hope this article would be of some help w.r.t your professional working:

Procedure for formation of Private Company:

A. Apply for Directors Identification Number and Digital Signatures, if does not have

B. Selection of name for the proposed company.

C. Filing of requisite below mentioned forms on MCA Portal

D. Payment of Fees.

E. Obtaining Certificate of Incorporation.

Applicable Law

S.no	Particulars	Description
1.	Section 4	Memorandum
2.	Section 5	Articles
3.	Section 7	Incorporation of Company
4.	Section 12	Registered Office of The Company
5.	Section 152	Appointment of Directors
6.	Rules	Companies (Incorporation Rules), 2014
7.	Rules	Companies (Qualification and Appointment of Directors) Rules, 2014
8.	Rules	Companies (Registration Office and Fees) Rules, 2014

* The minimum paid-up share capital requirement of INR 100,000 (in case of a private company) and INR 500,000 is done away via THE COMPANIES (AMENDMENT) ACT, 2015

PRE-INCORPORATION REQUIREMENT:

At Least 2 Promoters: Promoters who will promote/ incorporate the company. Promoters may be individual or body corporate.
At Least 2 Directors: Directors should be individual only. No Body corporate/ HUF or Partnership Firm can be appointed as Directors.

Following are the steps for Incorporation of Private Limited Company.

S.no	Particulars	Forms	Attachments
1.	Application of Digital Signature Certificate (Class II DSC)		** Class II DSC shall be obtained from Authorised Certifying Authorities
2.	Application of Director Identification Number	DIR-3	1. Proof of Identity of applicant; 2. Proof of residence of applicant
3.	Getting the Name Availability (Six names can be Proposed based on Preferences)	E-Form INC 1	No mandatory attachment
4.	Filing of Incorporation Documents	E-Form INC 7	1. MOA; 2. AOA; 3. Form INC-8 – Declaration of Professional CA/CS/CMA; 4. Form INC-9 – Affidavit from Subscriber and First Directors; 5. Form No. INC-10 -Specimen Signature and Photographs of every Subscriber; 6. proof of residential address which should not be older than two months; 7. proof of identity; 8. PAN card and 9. Undertaking of non-acceptance of deposits
6.	Particulars of appointment of directors and the key managerial personnel and the changes among them	E-form DIR 12	DIR -2 – Consent to act as a director * (Attachments of DIR-2) 1. Proof of identity and 2. Proof of residence
8.	Notice and Verification of situation of Registered Office	E-Form INC 22	1. Proof of registered office address (Conveyance/ Lease deed/ Rent Agreement etc. along with the rent receipts is required to be attached); 2. Copies of the utility bills (proof of evidence of any utility service like telephone, gas ,electricity etc. depicting the address of the premises not older than two months is required to be attached); 3. Proof that the company is permitted to use the address as the registered office of the Company (i.e. NOC from the owner)

Note – To simplify and fast track the procedure of company registration, the MCA has introduce single Eform INC 29 for getting Director Identification Number (DIN), Name Approval Application and Incorporation Application into a single step. With the new form, company incorporation in India can be completed within a week as many of the steps have been combined. This new procedure would immensely help entrepreneurs quickly get their business started.

(Author CS Meghna Piplani is a Practising Company Secretary from Delhi, can be reached at csmeghnapiplani@gmail.com for any query/ discussion)