CS Shikha Mehra Chawla
As part of the Ministry’s efforts towards promoting Ease of Doing Business to stakeholders, MCA (Ministry of Corporate Affairs) notified the New version of SPICe (Form INC-32) with date of effect as 30th January 2017, so as to include the functionality of applying for Company PAN and first TAN (allotted by Income Tax Department) in the SPICe (Form INC-32) itself. Applying for PAN / TAN will be compulsory for all fresh incorporation applications filed in the new version of the SPICe form.
LIST OF COMPANIES WHICH CAN BE INCORPORATED USING SPICe Form
- Part I Company
- Producer Company
- Section 8 Company (was not available in INC-29)
- New Company – Public or Private or OPC
PURPOSE OF SPICe (Form INC-32)
SPICe (Form INC-32) deals with a single form for allotment of DIN, reservation of name, & incorporation of new company. It is accompanied by the documents envisaging the details of Directors & subscribers, e-MoA (Form INC 33) and e-AoA (Form INC 34). However, if the form is processed and is complete then the company will be registered and CIN as well as DIN will be given to the Company and the proposed Directors respectively. While incorporating a company, three (03) directors are allowed for applying for allotment of DIN using this form.
However, it has reduced the paperwork involved while incorporating company and also lessened the level of formalities & compliances making incorporation of company a direct and easy process as a whole.
MAJOR IMPORTANT POINTS REGARDING SPICe (Form INC-32) WHICH WE ALL SHOULD KNOW:
- Only one. However, for reservation of a name prior to filing SPICe (INC-32), you may use INC-1 (in which up to 6 names can be proposed) and then input the SRN of approved INC-1 into SPICe.
- Form INC 22 is not required to be filed with SPICe (INC-32) if a company is registered with address for correspondence only (in INC-32). However, Form INC-22 shall required to be filed within 30 days of its incorporation, for intimating the registered office address.
- PAN Card & Aadhar Card are mandatorily required to be attached while filing SPICe (Form INC 32). The Companies (Incorporation) Rules notified has liberalized many requirements in respect of Proof of Identity and Proof of residence in respect of Subscribers and Directors. The Companies (Incorporation) Third Amendment Rules dated 27th July 2016 has relaxed the mandatory attachment of proof of identity and residence in respect of a subscriber having a valid DIN.
- E-MOA (Form INC 33) & e-AOA (Form INC 34) is mandatory in all cases of Indian subscribers, foreign individual subscribers (having a valid DIN) and where the number of such subscribers is not more than seven. No physical copies of MoA/AoA are required to be attached.
- For incorporation of producer companies, unregistered companies and companies being formed with more than 7 subscribers, new version of INC-7 shall be used.
- Foreign subscribers having valid DIN can file SPICe(INC-32) with e-MoA (Form INC-33) and e-AoA(Form INC-34) as linked forms. However, in case of foreign individual subscribers without a valid DIN, form INC-7 shall be used with physical MoA and AoA.
- In case of subscriber to the memorandum is a foreign national residing outside India, his signatures and address etc. shall be witnessed by Notary Public/Embassy/Consulate offices of Embassies as per the Rule 13 of the Companies (Incorporation) Rules, 2014. In such cases, SPICe (INC-32) shall be filed with manually signed and duly attested MoA and AoA.
- DSC is mandatory for all subscribers and witnesses in eMoA(INC-33) and eAoA(INC-34). E- MoA and e- AoA shall be used only where the maximum number of subscribers do not exceed 7. In case the number of subscribers are more than 7, INC-7 shall be used and DSC is not mandatory in such cases.
- Photo of Subscribers is not required.
- Only Two resubmissions are permitted for SPICe (Form INC 32)
- OPC shall also be incorporated using SPICe (Form INC 32)
- Refund is applicable if SPICe forms get rejected.
- Maximum size allowed while incorporating company using SPICe (Form INC 32) is 6MB.
PAN/TAN MANDATORY TO BE APPLIED WHILE FILING SPICe (Form INC 32) FOR INCORPORATING COMPANY
PAN/TAN are mandatorily required to be applied while filing SPICe (Form INC 32) for incorporating company. However, a consolidated challan shall be generated at the time of filing SPICe (Form INC-32) which shall contain applicable fee towards:-
(i) Form Fee
Filing fees of Form INC-32, MoA, AoA shall be nominal as per Table of Fees pursuant to Rule 12 of Companies (Registration of office & fees) Rules 2014. However, For PAN-Rs.107 and TAN-Rs.63 shall be payable.
STEPS FOR APPLYING PAN/TAN AFTER FILING SPICE FORM (FORM INC-32) FOR INCORPORATION OF COMPANY
Step 1: The user shall be required to visit the MCA portal and access the service ‘Submit application for PAN and TAN’,
Step 2: Download 49A(PAN) and 49B(TAN) and upload them on the same screen after attaching DSC.
Step 3: Upload these forms (PAN&TAN) within 2 days of filing the SPICe form failing which the entire SPICe form would be marked as Invalid and Not to be taken on record.