Incorporation of a company

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MUKESH JOSHI (Querist)
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10 May 2012 I want to know that what are the procedure to follow for incorporating a solar energy company where both of the directors are foreigners & from whom the approval has to be taken for incorporating that company.

Ajay Mishra

Ajay Mishra (Expert)
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10 May 2012 Dear Friend

Procedural requirement for formation of new company:

1. Obtain Digital signature of one of the promoter/director
2. Obtain DIN of at least two director
3. After obtaining approved DIN file Form 1A with ROC for name availability
4. If name is available ROC give name with in 3 days from the date of assigning
5. U will print at least two MOA and AOA.
6. File Form 1, 18, and 32 with the concerned ROC with the prescribed as given in Schedule X
7. File document like MOA and AOA for correction and other formalities, if required
8. After verification of documents of incorporation, ROC generate the Company Identification Number (CIN) and issue certificate of Incorporation at the registered address of the company

Payment of fee for respective form for incorporation of Pvt. Ltd.

1. For Form 1A is fixed of Rs. 1000/-
2. For Form 1 u should pay as per your Authorised Capital
3. Form 18 fee is Rs. 500/-
4. Form 32 fee is Rs. 500/-

If you wanted to pay fee first of all your longing should be on MCA portal. Payment of challan will be made in authorised bank as given on MCA Portal.

Regards

Ajay Mishra

Ajay Mishra (Expert)
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10 May 2012
There are some instruction for being a subscriber of MOA/AOA of Indian Company by a foreigner:

NON-RESIDENT INDIAN AS SUBSCRIBER TO THE MOA/AOA

The Reserve Bank of India had given general permission under section 29(1)(b) of the former FERA, 1973 to NRI to subscribe to the MOA of an Indian company and to take shares as a subscriber .(Notification No. FERA 143/93-RB, dated 26-4-1993 issued by RBI, Mumbai in this regard is reproduced hereunder:

“The RBI has given general permission to NRI to subscribe to the MOA/AOA of Indian Company for the purpose of Incorporation of the company subject to the condition that:-

(a) the total face value of the shares to be taken by NRI does not exceed Rs. 10,000
(b) the company is being manly formed for undertaking industrial activities
(c) the MOA of such company does not permit the company to take up any agriculture/plantation activities and to deal in real estate business other than developing real estate, and
(d) such company shall file a declaration in the prescribed form with the RBI regarding particular of such shares issued within 900days from the date of incorporation of the company.

DCA Circular dated 16-2-1995 clarifies that there can not be any restriction for incorporation of a company whether all the subscriber to the MOA/AOA/ proposed directors are residing abroad, being either foreign nationals, or NRI subject to the approval of RBI, where necessary.

The RBI may issue such a general permission also under FEMA, 1999 also. The FEMA(Permissible Capital Account Transactions) Regulations, 2000 allow persons resident outside India to invest in an issue of security by body corporate or an entity in India.

You will also take DIN of all foreign Directors and digital signature of one director.

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