Part I – Law(s) Governing the eForm INC-4
Section and Rule Number(s)
eForm INC-4 is required to be filed pursuant to Section 3(1) of the Companies Act, 2013 and Rule 4(4), (5), (6) of Companies (Incorporation) Rules, 2014 which are reproduced for your reference.
Section 3:
(1) A company may be formed for any lawful purpose by—
a) seven or more persons, where the company to be formed is to be a public company;
b) two or more persons, where the company to be formed is to be a private company; or
c) one person, where the company to be formed is to be One Person Company that is to say, a private company, by subscribing their names or his name to a memorandum and complying with the requirements of this Act in respect of registration:
Provided that the memorandum of One Person Company shall indicate the name of the other person, with his prior written consent in the prescribed form, who shall, in the event of the subscriber’s death or his incapacity to contract become the member of the company and the written consent of such person shall also be filed with the Registrar at the time of incorporation of the One Person Company along with its memorandum and articles:
Provided further that such other person may withdraw his consent in such manner as may be prescribed:
Provided also that the member of One Person Company may at any time change the name of such other person by giving notice in such manner as may be prescribed:
Provided also that it shall be the duty of the member of One Person Company to intimate the company the change, if any, in the name of the other person nominated by him by indicating in the memorandum or otherwise within such time and in such manner as may be prescribed, and the company shall intimate the Registrar any such change within such time and in such manner as may be prescribed:
Provided also that any such change in the name of the person shall not be deemed to be an alteration of the memorandum.
Rule 4:
(4) The company shall within thirty days of receipt of the notice of withdrawal of consent under sub-rule (3) filed with the Registrar, a notice of such withdrawal of consent and the intimation of the name of another person nominated by the sole member in Form INC-4 along with fee as provided in Companies (Registration offices and fees) Rules, 2014 and the written consent of such another person so nominated in Form INC-3
(5) For the purposes of third proviso of sub-section (1) of section 3, the subscriber or member of a One Person Company may, by intimation in writing to the company, change the name of the person nominated by him at any time for any reason including in case of death or incapacity to contract of nominee and nominate another person after obtaining the prior consent of such another person in Form INC-3.
Provided that the company shall, on the receipt of such intimation, file with the Registrar, a notice of such change in Form No INC-4 along with fee as provided in Companies (Registration offices and fees) Rules, 2014 and with the written consent of the new nominee in Form INC-3 within 30 days of receipt of intimation of the change.
(6) Where the sole member of One Person Company ceases to be the member in the event of death or incapacity to contract and his nominee becomes the member of such One Person Company, such new member shall nominate within fifteen days of becoming member, a person who shall in the event of his death or his incapacity to contract become the member of such company, and the company shall file with the Registrar an intimation of such cessation and nomination in Form INC-4 along with the fee as provided in Companies (Registration offices and fees) Rules, 2014 within 30 days of the change in membership and with the prior written consent of the person so nominated in Form INC-3
Purpose of the eForm INC-4
Member of One Person Company is required to nominate a person, after obtaining his/her prior written consent, who will become the member of such OPC in the event of member’s death or incapacity to contract. This form is filed in case there is any change in the nominee of the OPC by personal withdrawal of consent by the nominee himself, or change in the nominee by the member, or in case of cessation of member due to various reasons.
EForm Number as per Companies Act, 1956
This eForm INC-4 has been introduced in the Companies Act, 2013
Part II – Instructions to fill the eForm
Specific Instructions to fill the eForm INC-4 at Field Level
Instructions to fill the eForm are tabulated below at field level. Only important fields that require detailed instructions to be filled in eForm are explained. Self-explanatory fields are not discussed.
| S. No/ Section Name | Field Name | Instructions |
| User needs to select any one option as the purpose of filing the form. Based on this selection, serial number 4-9 will be displayed in the eForm.
In case “Notice of withdrawal of consent by the nominee of OPC” selected, then serial no 4, 7 and 8 will be required to be filled by the user. In case “Intimation about change in the name of the nominee of OPC” selected, then serial no 5 and 8 will be required to be filled by the user. In case “Intimation of cessation” selected, then serial no 6, 7, 8 and 9 will be required to be filled by the user. |
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2(a) |
Corporate Identity number (CIN) | Enter valid CIN for a One Person Company (OPC).
On clicking the Pre-fill button, system will automatically display the name, registered office address and email ID of the company. In case there is any change in the email ID, you can enter the new valid email ID of the company. |
| Pre-fill button | Click the Pre-fill button. On clicking the button, system will automatically display the name, registered office address, email ID and the company.
In case there is any change in the email ID, you can enter the new valid email ID. |
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| Part A:Notice of withdrawal of consent by the nominee of OPC | ||
| 4 | Notice is hereby given that….was nominated as the nominee of……….. Has withdrawn his/her consent vide his/her notice dated ……………… , a copy of which is attached herewith. | System will populate the names of old nominee and member of OPC on the basis of CIN and user is required to mention the date of notice of withdrawal of consent of old nominee. |
| Part B: Intimation about change in nomination | ||
| 5 | Notice is hereby given that…within the meaning of Rule 3 of the Companies (Incorporation and Incidental) Rules, 2014. | System will populate the name of member, old nominee and of OPC on the basis of CIN.
User is required to enter full name of new nominee and date of intimation by member to OPC for change in nomination. |
| Part C: Intimation of Cessation of member | ||
| 6 | Intimation is hereby given that…has ceased to be member of …….. w.e.f… due to ………………………. and… .has become the sole member of the above mentioned company. |
System will populate the name of member and OPC and user is required to enter date of cessation of member.
User needs to select who has become the sole member of the OPC. Transferee can only be selected if change in ownership is selected as the reason of cessation and his/her nominee can be selected in case death or incapacity to contract as a reason of cessation. |
| 7 | Intimation about the change of nominee
Further notice is given that…of…has nominated…. as his nominee w. e. f. ……………………… within the meaning of Rule 3 of Companies (Incorporation and Incidental) Rules, 2014. |
In case of notice of withdrawal of consent by the nominee, name of the member shall be pre filled based on CIN and only member can be selected in the drop down.
In case of intimation of cessation of member, name of the member is required to be entered and only ‘new member’ can be selected in the drop down. System shall display name of the OPC on the basis of CIN and user needs to enter the name of the new nominee and his effective date of nomination. |
| 8 | Particulars of the new nominee.
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Enter the particulars of nominee and ensure that approved DIN, if allotted and valid PAN is mentioned.
System will display PAN, name, father’s name, gender, date of birth, educational qualification, permanent residential address and email id of the nominee in case DIN is entered and same are required to be mentioned in case PAN is entered Name shall be verified by the system in case PAN is entered. Enter nominee ‘surname or family name. Nominee should be an Indian citizen and resident in India Residential proof provided should not be older than two months. Ensure that no person shall become nominee in more than one OPC. |
| 9 | Particulars of new member | All the validations are same as nominee with respect to new member as mentioned above. |
| To be digitally signed by Member/ Director | DSC | Ensure the eForm is digitally signed by member and Director/ Manager/ CEO/ CFO/ Company secretary. |
| To be digitally signed by Member/ Director | DIN of the director or DIN or Income tax PAN of the manager, CEO, CFO member or membership number of the company secretary |
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| Attachments |
Any other information can be provided as an optional attachment(s). |
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Common Instructions to fill eForm
| Buttons | Particulars |
| Pre-Fill | The Pre-fill button can appear more than once in an eForm. The button appears next to a field that can be automatically filled using the MCA database.
Click this button to populate the field. Note: You are required to be connected to the Internet to use the Pre-fill functionality. |
| Verify details | The Verify details button appears on the eForm to verify the name & address details with the Income-tax PAN or passport number as entered by the applicant. |
| Attach | Click this document to browse and select a document that needs to be attached to the eForm. All the attachments should be scanned in pdf format. You have to click the attach button corresponding to the document you are making an attachment.
In case you wish to attach any other document, please click the optional attach button. |
| Remove Attachment | You can view the attachments added to the eForm in the List of attachment field.
To remove any attachment from the eForm, select the attachment in the List of attachment field and click the Remove attachment button. |
| Check Form | 1. Click the Check Form button after, filling the eForm. System performs form level validation like checking if all mandatory fields are filled. System displays the errors and provides you an opportunity to correct errors.
2. Correct the highlighted errors. 3. Click the Check Form button again and. system will perform form level validation once again. On successful validations, a message is displayed “Form level pre scrutiny is successful”. Note: The Check Form functionality does not require Internet connectivity. |
| Modify | The Modify button is enabled, after you have checked the eForm using the Check Form button.
To make changes to the filled and checked form: 1. Click the Modify button. 2. Make the changes to the filled eForm. 3. Click the Check Form button to check the eForm again. |
| Pre scrutiny | 1. After checking the eForm, click the Prescrutiny button. System performs some checks and displays errors, if any.
2. Correct the errors. 3. Click the Prescrutiny button again. If there are no errors, a message is displayed “No errors found.” The Prescrutiny functionality requires Internet Connectivity. |
| Submit | This button is disabled at present. |
| Country code | Enter the country code. Refer Annexure A – List of ISO Country Codes. |
Part III – Important Points for Successful Submission of eForm INC-4
Fee Rules
| S. No | Purpose of the form |
Normal Fee | Additional Fee (Delay Fee) |
Logic for Additional Fees | Remarks | |
| Event Date | Time limit (days) for filing | |||||
| 1. | Form INC-4 (existing Company) | The Companies (Fee for filings with Registrar of Companies) Rules, 2014 | Notice of withdrawal of consent/ change in nominee/cessation of member | 30 days | ||
Fees payable is subject to changes in pursuance of the Act or any rule or regulation made or notification issued thereunder.
Processing Type
The eForm will be auto approved.
SRN Generation
On successful submission of the eForm INC-4, SRN will be generated and shown to the user which will be used for future correspondence with MCA.
Challan Generation
On successful submission of the eForm INC-4, Challan will be generated depicting the details of the fees paid by the user to the Ministry. It is the acknowledgement to the user that the eForm has been filed.
When an eForm is approved/rejected by the authority concerned, an acknowledgement of approval/rejection with related documents, if any is sent to the user in the form of an email to the email id of the company.
Annexure A
List of ISO Country Codes
| Country Name | Country Code |
Country Name | Country Code |
| AFGHANISTAN | AF | LIBERIA | LR |
| ÅLAND ISLANDS | AX | LIBYAN ARAB JAMAHIRIYA | LY |
| ALBANIA | AL | LIECHTENSTEIN | LI |
| ALGERIA | DZ | LITHUANIA | LT |
| AMERICAN SAMOA | AS | LUXEMBOURG | LU |
| ANDORRA | AD | MACAO | MO |
| ANGOLA | AO | MACEDONIA, THE FORMER YUGOSLAV REPUBLIC OF | MK |
| ANGUILLA | AI | MADAGASCAR | MG |
| ANTARCTICA | AQ | MALAWI | MW |
| ANTIGUA AND BARBUDA | AG | MALAYSIA | MY |
| ARGENTINA | AR | MALDIVES | MV |
| ARMENIA | AM | MALI | ML |
| ARUBA | AW | MALTA | MT |
| AUSTRALIA | AU | MARSHALL ISLANDS | MH |
| AUSTRIA | AT | MARTINIQUE | MQ |
| AZERBAIJAN | AZ | MAURITANIA | MR |
| BAHAMAS | BS | MAURITIUS | MU |
| BAHRAIN | BH | MAYOTTE | YT |
| BANGLADESH | BD | MEXICO | MX |
| BARBADOS | BB | MICRONESIA, FEDERATED STATES OF | FM |
| BELARUS | BY | MOLDOVA, REPUBLIC OF | MD |
| BELGIUM | BE | MONACO | MC |
| BELIZE | BZ | MONGOLIA | MN |
| BENIN | BJ | MONTENEGRO | ME |
| BERMUDA | BM | MONTSERRAT | MS |
| BHUTAN | BT | MOROCCO | MA |
| BOLIVIA | BO | MOZAMBIQUE | MZ |
| BOSNIA AND HERZEGOVINA | BA | MYANMAR | MM |
| BOTSWANA | BW | NAMIBIA | NA |
| BOUVET ISLAND | BV | NAURU | NR |
| BRAZIL | BR | NEPAL | NP |
| BRITISH INDIAN OCEAN TERRITORY | IO | NETHERLANDS | NL |
| BRUNEI DARUSSALAM | BN | NETHERLANDS ANTILLES | AN |
| BULGARIA | BG | NEW CALEDONIA | NC |
| BURKINA FASO | BF | NEW ZEALAND | NZ |
| BURUNDI | BI | NICARAGUA | NI |
| CAMBODIA | KH | NIGER | NE |
| CAMEROON | CM | NIGERIA | NG |
| CANADA | CA | NIUE | NU |
| CAPE VERDE | CV | NORFOLK ISLAND | NF |
| CAYMAN ISLANDS | KY | NORTHERN MARIANA ISLANDS | MP |
| CENTRAL AFRICAN REPUBLIC | CF | NORWAY | NO |
| CHAD | TD | OMAN | OM |
| CHILE | CL | PAKISTAN | PK |
| CHINA | CN | PALAU | PW |
| CHRISTMAS ISLAND | CX | PALESTINIAN TERRITORY, OCCUPIED | PS |
| COCOS (KEELING) ISLANDS | CC | PANAMA | PA |
| COLOMBIA | CO | PAPUA NEW GUINEA | PG |
| COMOROS | KM | PARAGUAY | PY |
| CONGO | CG | PERU | PE |
| CONGO, THE DEMOCRATIC REPUBLIC OF THE | CD | PHILIPPINES | PH |
| COOK ISLANDS | CK | PITCAIRN | PN |
| COSTA RICA | CR | POLAND | PL |
| COTE D’IVOIRE | CI | PORTUGAL | PT |
| CROATIA | HR | PUERTO RICO | PR |
| CUBA | CU | QATAR | QA |
| CYPRUS | CY | REUNION | RE |
| CZECH REPUBLIC | CZ | ROMANIA | RO |
| DENMARK | DK | RUSSIAN FEDERATION | RU |
| DJIBOUTI | DJ | RWANDA | RW |
| DOMINICA | DM | SAINT BARTHELEMY | BL |
| DOMINICAN REPUBLIC | DO | SAINT HELENA | SH |
| ECUADOR | EC | SAINT KITTS AND NEVIS | KN |
| EGYPT | EG | SAINT LUCIA | LC |
| EL SALVADOR | SV | SAINT MARTIN | MF |
| EQUATORIAL GUINEA | GQ | SAINT PIERRE AND MIQUELON | PM |
| ERITREA | ER | SAINT VINCENT AND THE GRENADINES | VC |
| ESTONIA | EE | SAMOA | WS |
| ETHIOPIA | ET | SAN MARINO | SM |
| FALKLAND ISLANDS (MALVINAS) | FK | SAO TOME AND PRINCIPE | ST |
| FAROE ISLANDS | FO | SAUDI ARABIA | SA |
| FIJI | FJ | SENEGAL | SN |
| FINLAND | FI | SERBIA | RS |
| FRANCE | FR | SEYCHELLES | SC |
| FRENCH GUIANA | GF | SIERRA LEONE | SL |
| FRENCH POLYNESIA | PF | SINGAPORE | SG |
| FRENCH SOUTHERN TERRITORIES | TF | SLOVAKIA | SK |
| GABON | GA | SLOVENIA | SI |
| GAMBIA | GM | SOLOMON ISLANDS | SB |
| GEORGIA | GE | SOMALIA | SO |
| GERMANY | DE | SOUTH AFRICA | ZA |
| GHANA | GH | SOUTH GEORGIA AND THE SOUTH SANDWICH ISLANDS | GS |
| GIBRALTAR | GI | SPAIN | ES |
| GREECE | GR | SRI LANKA | LK |
| GREENLAND | GL | SUDAN | SD |
| GRENADA | GD | SURINAME | SR |
| GUADELOUPE | GP | SVALBARD AND JAN MAYEN | SJ |
| GUAM | GU | SWAZILAND | SZ |
| GUATEMALA | GT | SWEDEN | SE |
| GUERNSEY | GG | SWITZERLAND | CH |
| GUINEA | GN | SYRIAN ARAB REPUBLIC | SY |
| GUINEA-BISSAU | GW | TAIWAN, PROVINCE OF CHINA | TW |
| GUYANA | GY | TAJIKISTAN | TJ |
| HAITI | HT | TANZANIA, UNITED REPUBLIC OF | TZ |
| HEARD ISLAND AND MCDONALD ISLANDS | HM | THAILAND | TH |
| HOLY SEE (VATICAN CITY STATE) | VA | TIMOR-LESTE | TL |
| HONDURAS | HN | TOGO | TG |
| HONG KONG | HK | TOKELAU | TK |
| HUNGARY | HU | TONGA | TO |
| ICELAND | IS | TRINIDAD AND TOBAGO | TT |
| INDIA | IN | TUNISIA | TN |
| INDONESIA | ID | TURKEY | TR |
| IRAN, ISLAMIC REPUBLIC OF | IR | TURKMENISTAN | TM |
| IRAQ | IQ | TURKS AND CAICOS ISLANDS | TC |
| IRELAND | IE | TUVALU | TV |
| ISLE OF MAN | IM | UGANDA | UG |
| ISRAEL | IL | UKRAINE | UA |
| ITALY | IT | UNITED ARAB EMIRATES | AE |
| JAMAICA | JM | UNITED KINGDOM | GB |
| JAPAN | JP | UNITED STATES | US |
| JERSEY | JE | UNITED STATES MINOR OUTLYING ISLANDS | UM |
| JORDAN | JO | URUGUAY | UY |
| KAZAKHSTAN | KZ | UZBEKISTAN | UZ |
| KENYA | KE | VANUATU | VU |
| KIRIBATI | KI | VENEZUELA, BOLIVARIAN REPUBLIC OF | VE |
| KOREA, DEMOCRATIC PEOPLE’S REPUBLIC OF | KP | VIET NAM | VN |
| KOREA, REPUBLIC OF | KR | VIRGIN ISLANDS, BRITISH | VG |
| KUWAIT | KW | VIRGIN ISLANDS, U.S. | VI |
| KYRGYZSTAN | KG | WALLIS AND FUTUNA | WF |
| LAO PEOPLE’S DEMOCRATIC REPUBLIC | LA | WESTERN SAHARA | EH |
| LATVIA | LV | YEMEN | YE |
| LEBANON | LB | ZAMBIA | ZM |
| LESOTHO | LS | ZIMBABWE | ZW |
Annexure B
Fee (in case of company having share capital)
| Nominal Share Capital | Fee applicable |
| Less than 1,00,000 | Rupees 200 |
| 1,00,000 to 4,99,999 | Rupees 300 |
| 5,00,000 to 24,99,999 | Rupees 400 |
| 25,00,000 to 99,99,999 | Rupees 500 |
| 1,00,00,000 or more | Rupees 600 |
Additional fees:
| Period of delays | Fee applicable |
| Up to 30 days | 2 times of normal fees |
| More than 30 days and up to 60 days | 4 times of normal fees |
| More than 60 days and up to 90 days | 6 times of normal fees |
| More than 90 days and up to 180 days | 10 times of normal fees |
| More than 180 days | 12 times of normal fees |
