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Formation of Company under New Companies Act, 2013

The first thing to take care of under the new Companies Act, 2013 is to follow a changed procedure for giving birth to a Company. This article speaks of only Public and Private Limited Companies and does not cover One Person Companies. The brief procedure to be adopted for incorporating a Company would be :

CS ​ Amey A Patwardhan

The first thing to take care of under the new Companies Act, 2013 is to follow a changed procedure for giving birth to a Company. This article speaks of only Public and Private Limited Companies and does not cover One Person Companies. The brief procedure to be adopted for incorporating a Company would be :

Action Points : Formation of a Public / Private Limited Company – under Companies Act, 2013

[Covered by provisions of Chapter II]

Sr No Action Point Requirement
01 Obtain Digital Signature Certificate (DSC) Obtain a Digital Signature Certificate from authorized DSC issuing authority.
02 Obtain Director Identification No. (DIN) [S.153] Make Application in Form DIR-3  [Rule 9 of Chapter XI Rules]
03 Register DSC in the name of Director on MCA portal
04 Apply for Reservation of Name [S.4(4)] Apply in Form No. INC.1 [Rule 9]. The same shall be reserved for a period of 60 days
05 Adoption of Memorandum of Association [S.4(6)] MoA shall be in respective form as prescribed in Table A, B, C, D and E of Schedule I as may be applicable
06 Adoption of Articles of Association [S.5(6)] MoA shall be in respective form as prescribed in Table F, G, H, I and J of Schedule I as may be applicable
07 Incorporation File with ROC Form No. INC.7 [Rule 12 to 18] alongwith(a)   The Memorandum and Articles of the company duly signed by all subscribers;

(b)   A declaration in Form No.INC.8 by an advocate or Practicing professional (CA, CS, CA) who is engaged in incorporation, and a person named in director as Director, Manager or Secretary, that all requirements related to incorporation has been complied with;

(c)   an affidavit in Form No. INC.9 from each subscriber and from each person named as first director in the articles that; he is not convicted if any offence in connection with promotion, formation or management of any company, he is not been found guilty of any fraud or misfeasance or of any breach of duty to any company during preceding five years, and all the documents filed with the Registrar contain correct, complete and true  information to the best of his knowledge and belief;

(d)  the address for correspondence till its registered office is established;

(e)  the particulars of every subscribers along with proof of identity;

(f)   the Particulars of first directors along with proof of identity; and

(g)  the particulars of interests of first directors in other firms or bodies corporate along with their consent to act as directors.

 

08 Commencement of business [S.11] Director should file Declaration with ROC in Form No. INC.21 [Rule 24]
09 Registered Office [S.12] A company shall have a registered office within 15 days of Incorporation and it shall file Form No.INC.22 [Rule 25] to verify the same

​CS ​ Amey A Patwardhan, E​-Mail- cs.ameypatwardhan@gmail.com​, Voice-9833359049

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Categories: Company Law

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