Introduction: With the upcoming dynamic changes and advancement of new ideas, now a days people and mostly start-ups are thinking of setting up of a Separate Entity to run their business and among option of registering business with Sole Proprietorship, Partnership, Limited Liability Partnership, One Person Company and Private Limited Company etc.
A Private Limited Company is a good option to go ahead with having a separate legal entity that requires a minimum of two Directors, two subscribers/members and a unique name.
Recent Changes in Incorporation process: With effect from February 18,2020, the Companies (Incorporation) Amendment Rules, 2020 has been notified whereby SPICE+, AGILE PRO has been introduced and applicable as well w.e.f. February 23,2020 and previous forms have been replaced now.
Information and process of registration of Private Company
1. Name Availability and reservation– First of all, a private Company that is going to be incorporated requires a different and a unique name that is not like an existing one is to be applied through SPICE Plus form using Part A
2. Directors and Subscribers – A private company must have minimum of two Directors and two subscribers/members for the formation
3. Obtain Digital Signatures of proposed Directors/Subscribers – Digital signatures for signing the e-forms required for company registration will be required.
A valid class-2 DSC will suffice this purpose
4. Proposed Objects – A private company that will be registered should envisage the main objects that the company will carry out in future and the same will be required for Name application and filing the eMOA form also
5. Proposed Authorised and Paid Up Capital – To carry out the operations of Company, a certain amount of capital is required to be invested in the Company
One is Authorised Capital which is also called as Nominal Capital or the maximum amount of Capital for which shares can be issued by the Company to Shareholders
Another one is Paid up Capital – It is the capital or the amount of money which the company has received from shareholders in exchange for shares i.e. the amount which has been paid up by the shareholders or members
As per the amount of authorised capital, stamp duty will be determined accordingly, and it varies from state to state where the company needs to have its registered office
6. Proposed Registered Office – Just like running some business, a certain place or office is required, accordingly for a private company also there must be some registered office required where one can kept its business books of accounts or other records etc.
For registration of Private Company, proof like utility bills i.e. Electricity Bill or mobile bill or telephone bill not older than two months is required or other ownership proofs.
7. Information of Proposed Directors and Subscribers is required
Declaration from first subscribers and Directors
Consent from Directors in form DIR-2 is required to be taken
Declaration for not accepting deposits etc. is required to be taken
Identity Proof such as Voter Id Card or Driving License or Passport is required
Residential Address Proof such as Bank Statement or utility bill like Electricity bill or telephone bill or mobile bill not older than two months is required to be taken
PAN Card will be mandatory required
8. Filing of web-based form SPICE PLUS, an integrated web-based form using PART B option where in the information is required to be filled in i.e. directors and subscribers’ details, company capital details, PAN and TAN etc.
9. Filing of e-MOA and AOA – Memorandum of Association covering the objectives of the company is required to be filed and Articles of Association covering the internal rules and regulations is required to be filed
10. Filing of form AGILE PROe. a linked form with SPICE+ is required to be filed for the registration of GSTIN (Goods and services tax Identification Number), ESIC (employees state Insurance corporation), EPFO (Employees provident fund organisation registration), Opening of Bank Account and Professional Tax registration number, if applicable
Disclaimer: The Author does not in any way take responsibility & guarantee towards the 100% accuracy of the information provided in this article. The Author has tried to prepare the article based on the relevant information available & is a mere opinion of author. Other views are most welcome for the suggestions or improvements to be done in the article.
The Author is a Company Secretary in practice & for any query/suggestion can be reached at +91-8826108009 or Email at [email protected]