Definition under the Companies Act 2013

Company : means a company incorporated under this Act or under any previous company law;

Company Limited by Shares : means a company having the liability of its members limited by the memorandum to the amount, if any, unpaid on the shares respectively held by them;

Company Limited by Guarantee : means a company having the liability of its members limited by the memorandum to such amount as the members may respectively undertake to contribute to the assets of the company in the event of its being wound up;

In normal parlance, a Company is a legal entity formed by a group of individuals to engage in and operate a business, commercial or industrial enterprise.

Authority for Incorporation of Companies: Ministry of Corporate Affairs

Timeline for incorporation of a company: Maximum 5 days from the date of submitting the documents with the Ministry of Corporate Affairs.

Minimum and Maximum Number of Members 

Number of members Private Public
Minimum 2 7
Maximum 200 No Limit

Minimum and Maximum Number of Directors:

Number of Directos Private Public
Minimum 2 3
Maximum 15 15

Every company shall have at least one director who stays in India for a total period of not less than one hundred and eighty-two days during the financial year, provided that in case of a newly incorporated company the requirement under this sub-section shall apply proportionately at the end of the financial year in which it is incorporated

Name of the Company: The name of the company shall be in compliance with Section 4(2) of the Companies Act 2013 and Rule 8 of the Companies (Incorporation) Fifth Amendment Rules, 2019,.

Section 4(2) of the Companies Act 2013:

The name stated in the memorandum shall not—

(a) be identical with or resemble too nearly to the name of an existing company registered under this Act or any previous company law; or

(b) be such that its use by the company—

(i) will constitute an offence under any law for the time being in force; or

(ii) is undesirable in the opinion of the Central Government

Identical Names:

In the event of identical names, NOC is required from the trademark owner / Board Resolution from the respective company for use of their name.

Digital Signature Certificate:

Digital Signature Certificate is required to be obtained for all the Subscribers/ Shareholders and proposed Directors of the company.

Check List for Incorporation of a Company

Documents required for Incorporation of a Company:

1. Memorandum of Association (MOA) and Articles of Association (AOA) of the company

2. The following of all the Subscribers/ Shareholders and Directors of the company:

  • PAN,
  • Photo,
  • ID proof (Driving license/ Passport/ Voter ID (notarization and apostil required for foreign national) and

Address proofs Bank Statement/ Mobile bill/ Landline Telephone / Electricity (all in English language not older than 2 months) (notarization and apostil required for foreign national)

3. Registered Office of the Company : Rental Agreement, Utility bill (not older than 2 month) along with NOC from owner of the premise

4. Board resolution from Parent Company in the event of incorporation of a Subsidiary Company

5. Consent of Directors in DIR 2

6. Eligibility/non-disqualification letter from directors in DIR 8

The above list is in general and the requirement of additional documents would depend on the nature of company to be incorporation.

Author Bio

Qualification: CS
Company: Practising Company Secretary
Location: Chennai, Tamil Nadu, India
Member Since: 19 Jan 2022 | Total Posts: 1

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