Conversion of proprietorship firm to pvt. ltd. co.

This query is : Resolved

Naresh Chandra (Querist)
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27 April 2012 Dear Sirs,

We have a proprietorship firm from 3 years and want to convert it into Pvt. Ltd. Co. Kindly suggest the procedure.

RAMESH KUMAR VERMA

RAMESH KUMAR VERMA (Expert)
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27 April 2012 Key Benefits:
Automatic Transfer
All the assets and liabilities of the firm immediately before the conversion become the assets and liabilities of the company.

No Stamp Duty

No Capital Gain Tax

Continuation of Brand Value
The goodwill of the Proprietorship firm and its brand value is kept intact and continues to enjoy the previous success story with a better legal recognition.

Carry Forward and Set off Losses and Unabsorbed Depreciation
The accumulated loss and unabsorbed depreciation of Proprietorship firm is deemed to be loss/ depreciation of the successor company for the previous year in which conversion was effected. Thus such loss can be carried for further eight years in the hands of the successor company.

Key Requirements:

• Shop Act Licence or Equivalent licence/NoC issued by the Gram Panchayat

• Minimum Share Capital shall be Rs. 100,000 (INR One Lac) for conversion into a Private Limited Company

• Minimum Share Capital shall be Rs. 500,000 (INR five Lac) for conversion into a Public Limited Co.

• Minimum 2 Directors (for Private Limited Co.) and 3 Directors (for Public Limited Co.)

• The directors and shareholders can be same person

• DIN (Director Identification Number) for all the Directors

• DSC (Digital Signature Certificate) for one of the Directors

STEP 1
Documents required Self attested:

• Address proof
• Identity proof

DIN Approved DIN is a pre-requisite for incorporation process:
Apply for DIN and get a provisional DIN

•

•

Certification/Attestation of Director’s personal details

Sending the same to the DIN Cell and getting it approve

Pre- Name Application Search :-
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The Promoters have to provide atleast 6 (Six) names in the order of priority.

To make an online search of availability of names as desired by the Promoters.

Application for Name Availability
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• 6 names for the proposed Company

• Main Object Clause

Representations before RoC on behalf of Promoters
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Changes to be made in the Name application, if any, suggested by the RoC.

Documents required
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Printing of Altered Memorandum and Articles of Association (MOA / AOA)

Other Forms like:
• Form 32
• Form 18
• Form1
• Letter of Authority/PoA

Drafting the MOA & AOA and after getting it vetted by Promoters, sending it for printing. • Processing of eForms: Stamping of documents namely:

• MOA
• AOA
• Letter of Authority/PoA
• Form1

Final Process:
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Filing all the above documents with the ROC, follow up with the ROC, making changes to the MOA / AOA/other Incorporation documents as suggested by the ROC.
• Online uploading of e-Forms
• Payment of Registration fees
• Collecting the Certificate of Incorporation

FOR MORE INFO:
http://www.mycompanyregistration.com/proprietorship-to-private-public-company.html

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