Gurminder Dhami

Gurminder DhamiIntroduction- India is moving towards “ease of doing business’ regime and wants to improve its current rank (134 out of 185 as per World Bank) in starting a business vis-à-vis global standards.

To put a step forward in this Direction the Ministry of Corporate Affairs had come out with a Fast Track Incorporation option which shall be available for Registering a Company on speedy basis by amending Companies (Incorporation) Rules and inserting rule 36.

INC-29 is an integrated form comprising of DIN application, Name availability and Incorporation.

Procedure

21. Obtain DSC: – For filing e-form INC-29 at least 1 proposed Director needs to have Digital Signature Certificate.

2. Decide upon name: – Since the e-form INC-29 gives option to provide only 1 name, it should be ensured that the name is available (Section 4(2) & (3) and rule 8).

3. Drafting of MOA & AOA: – Draft MOA (Objects & Quantum of Auth. Capital) and AOA (internal regulations). While drafting ensure they aren’t   ultra-vires the law (Section 6).

As per Rule 36(5) MOA may be prepared as per template in INC-30 and for AOA template in INC-31 may be opted.

4. Obtain following Information/Document from:-

A. SUBSCRIBER CUM DIRECTOR (having DIN)

1.   DIN

2.   No. of shares to be subscribed

3.   Interest in other entities (Reg. No, name, amt. & percentage of investment, Designation).

Not Required if entity is a Company/LLP

4.   Designation (Director/MD/WTD)

5.   DIR-2 (Consent to act as Director), for which following info. is required:-

·      Email ID & mobile no.

·      Occupation

·      PAN no.

· No. companies in which director & name of Companies in which MD/WTD/CEO/ CFO/CS.

·      Particulars of membership & CP no., in case member of professional institute.

6.   Affidavit of INC-9 & non- acceptance of deposits and specimen signature in INC-10.

B. ONLY SUBSCRIBER (having DIN)   

All Information/Documents mentioned in A above, except those stated in point 3, 4 and 5.

C. ONLY DIRECTOR (having DIN)   

All Information/Documents mentioned in A above, except that stated in point 2.

D. SUBSCRIBER CUM DIRECTOR (NOT having DIN)   

1.   ID Proof (PAN + Voter ID/Passport/ Driving License/Aadhar Card)

In case of Foreign National not having PAN Declaration that he does not possess PAN is required.

2.   Address Proof (Electricity/Telephone/ Mobile Bill/ Bank Statement) not more than 2 months old

3.  No. of shares to be subscribed

4.  Designation (Director/MD/WTD)

5.  Affidavit of INC-9 & non- acceptance of deposits and specimen signature in INC-10.

6.   Following Information:-

·      Place of Birth

·      Educational Qualification

·      Occupation

·      Email ID & phone no.

·      Duration of stay at present address, if less than 1 year then previous address

7.   Interest in other entities (Reg. No, name, amt. & percentage of investment, Designation).

Not Required if entity is a Company/LLP

8.   DIR-2 (Consent to act as Director), for which following info. is required:-

·      No. companies in which director & name of Companies in which MD/WTD/CEO/ CFO/CS.

·      Particulars of membership & CP no., in case member of professional institute.

E. ONLY SUBSCRIBER (NOT having DIN)   

All Information/Documents mentioned in D above, except those stated in point 4, 7 and 8.

F. ONLY DIRECTOR (NOT having DIN)   

All Information/Documents mentioned in D above, except that stated in point 3.

G. NON-INDIVIDUAL SUBSCRIBER

1. CIN/FCRN/LLPIN

2. Registered Office, e-mail and Phone no.

3. Resolution for subscribing shares, making investment & authorizing a person to subscribe & Sign MOA & AOA.

Note:- a. In case of LLP Resolution shall be approved by all the Partners.

b. In case of a foreign Body Corporate, copy of registration & proof of registered address is also required.

c. Authorized person cannot be subscriber in individual capacity (rule 13(4) proviso).

4. Affidavit of INC-9 & non- acceptance of deposits and specimen signature in INC-10 by authorized person on behalf of body Corporate.

5. Information/Documents mentioned in point 1, 2 and 6(except last bullet) in D above pertaining to authorized person.

5. Signing of MOA & AOA

Rule 36(5) gives option to opt for template MOA & AOA, but it also says that their signing shall be as per rule 13.

6. Situation of Registered Office

In case address of registered office is not decided then address for correspondence needs to be given and form INC-22 can be filed later within 30 days of Incorporation.

Documents/information required in case the address of registered office is being intimated at the time of Incorporation are:-

1. Address of Police station

2. Utility Bill, not older than 2 months (electricity/gas/telephone/mobile bill)

3. Proof of registered office address (Conveyance /lease deed/rent agreement along with rent receipts)

4. No objection certificate in case registered office is not taken on lease

7. After all above documents/information are ready file INC-29 and follow up.

FAQ’s?

Q.1 Whether INC-9, INC-10, Dir-2 and Affidavit for non-acceptance of Deposits is mandatory to be attached?

Ans: YES, since there is no relaxation as such in rule 36 pertaining to Integrated Incorporation Process and moreover the e-form requires Affidavit & Declaration by Subscriber/Director as mandatory attachment.

Q.2 In case of subscriber cum Director having DIN or Director having DIN, whether ID & Address Proof is mandatory?

Ans: As per DIR-2 (Consent) ID & add. proof is also required to be attached for every Director but the e-form INC-29 only asks for them if the person does not possess DIN.

Q.3 Whether INC-8 is mandatory to be attached?

Ans: YES, As per Declaration to e-form INC-29, the professional declares that he has been engaged to give declaration under section 7(1) (b) and such declaration is attached.

Q.4 Whether DIR-4 is required to be attached for Director applying for DIN?

Ans: NO, Requirement of DIR-4 has been done away by Companies (Appointment & Qualification of Director) Amendment Rules, 2014 dated 18.09.2014. Moreover, refer Deceleration in e-form INC-29 where the applicant signing the e-form gives declaration on behalf of Directors applying for DIN.

Q.5 Maximum no. of Director for which e-form INC-29 can be used?

Ans: There is no such limit in rules but as per instruction kit the limit is maximum 20 Directors.

Q.6 Maximum no. of Subscriber for which e-form INC-29 can be used?

Ans: There is no such limit in rules but as per instruction kit “number of generated blocks may be less than the number of subscribers entered in the table and Users are advised to enter the details only in the generated blocks”.

(Author may be contacted at csgurminderdhami@gmail.com or on his mobile no. +91-8800568609- Suggestions, comments and queries solicited. )

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0 responses to “Hurry to Register a Company? Go for FAST TRACK REGISTRATION”

  1. Ankit Vaishya says:

    Sir, I just want to know how we can assure that the proposed name of company will not be available ,any means available ?

  2. s p singh bhalla says:

    All compliments Mr. Gurminder for your capping all requirements and the procedure for fast registration under Companies Act, 2013 under one “Umbrella”. Your write up is very elaborate and one need not waste time in going through the whole Companies Act. Any entrepreneur would find your write up very helpful and save his labour and time in co-relating and coordinating various requirements.

    Please keep it up.

    s p singh bhalla,
    Consultant – HR/Industrial &
    Disciplinary Laws.
    # 9815985273; 0172-4659675

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