Steps for formation of a company as per companies act 2013

NIKHIL PILANIA (COMPLIANCE EXECUTIVE) (580 Points)

19 May 2014

Procedure for the Formation of a Private Company

1. An application for the reservation of a name shall be in Form no.INC .1 along with fee of

Rs.1,000/-

Note: MCA has mandate certain rules for name availability, check guidelines for the same.

2. The ROC will issue a letter on only an approval for availability of name for a proposed

company. The name is valid for a period of 60 Days from the date on which the application

for Reservation was made.

Note: The applicant cannot start business or enter into any agreement, contract, etc.

in the name of the proposed company until and unless a certificate of registration is issued

by the registrar of companies as per the provisions of the Companies Act, 2013 and the

rules made there under.

3. Application for incorporation of a private company with the Registrar within whose

jurisdiction the registered office of the company is proposed to be situated shall be filed in

Form no. INC 7 along with Form no. INC 22 (as the case selected in form no. INC 7) &

DIR -12 the following attachments:

Note: Where the articles contain the provisions for entrenchment, the company shall give notice

to the Registrar of such provisions in Form No.INC.7, as the case may be, along with the

fee as provided in the Companies(Registration offices and fees) Rules, 2014 at the time of

incorporation of the company.

Form no. INC 7

Attachments:

Memorandum of association as per Table A of schedule I
Articles of association as per Table F of Schedule I
Declaration in Form No. INC-8

(a declaration in the prescribed form by an advocate, a chartered accountant, cost

accountant or company secretary in practice, who is engaged in the formation of the

company, and by a person named in the articles as a director, manager or secretary of the

company, that all the requirements of this Act and the rules made there under in respect of

registration and matters precedent or incidental thereto have been complied with;)

Affidavit from each of the subscriber to the memorandum in Form No.INC-9

(an affidavit from each of the subscribers to the memorandum and from persons named as

the first directors, if any, in the articles that he is not convicted of any offence in

connection with the promotion, formation or management of any company, or that he has

not been found guilty of any fraud or misfeasance or of any breach of duty to any

company under this Act or any previous company law during the preceding five years

and that all the documents filed with the Registrar for registration of the company contain

information that is correct and complete and true to the best of his knowledge and belief;)

Particulars of every subscriber to be filed with the Registrar at the time of

incorporation.

(a) Name (including surname or family name) and recent Photograph affixed and scan with

MOA and AOA,

(b) Father’s/Mother’s/ name,(c) Nationality,

(d) Date of Birth:

(e) Place of Birth (District and State):

(f) Educational qualification:

(g) Occupation:

(h) Income-tax permanent account number:

(i) Permanent residential address and also Present address (Time since residing at present

address and address of previous residence address (es) if stay of present address is less 24 than

one year) similarly the office/business addresses :

(j) Email id of Subscriber;

(k) Phone No. of Subscriber;

(l) Fax no. of Subscriber (optional)

Explanation.- information related to (i) to (l)shall be of the individual subscriber and not of the

professional engaged in the incorporation of the company;

(m) Proof of Identity:

_ For Indian Nationals:_ PAN Card ( mandatory) and any one of the following

_ Voter’s identity card_ Passport copy_ Driving License copy_ Unique Identification

Number (UIN)

_ For Foreign nationals and Non Resident Indians

_ Passport

(n) Residential proof such as Bank Statement, Electricity Bill, Telephone / Mobile Bill:

Provided that Bank statement Electricity bill, Telephone or Mobile bill shall not be more than

two months old

(o) Proof of nationality in case the subscriber is a foreign national.

(p)the specimen signature and latest photograph duly verified by the banker or notary shall be

in the prescribed Form No.INC.10.

Proof of residential address

(the address for correspondence till its registered office is established;)

Proof of Identity

(the particulars of name, including surname or family name, residential address, nationality and such other particulars of every subscriber to the memorandum and the particulars of the persons mentioned in the articles as the first directors of the company along with proof of identity, as may be prescribed, and in the case of a subscriber being a body corporate, such particulars as may be prescribed;)

Entrenched Articles of Association , if any
NOC in case there is change in the promoters (first subscribers to Memorandum of

Association)

PAN Card (in case of Indian national)
For verification of signature of subscribers [Pursuant to rule 16 (1)(q) of companies

(Incorporation) Rules, 2014 in form no. INC - 10

Optional attachment, if any

Form no.DIR 12: The particulars of each person mentioned in the articles as first director of the company and his interest in other firms or bodies corporate along with his consent to act as director of the company shall be filed in Form No.DIR-12 along with the fee as provided in the Companies (Registration offices and fees) Rules, 2014.

Along with the above details in the Form no.INC.7, Form no.DIR 12 to be filed with the following attachments:

Attachments:

Declaration by first director in Form INC-9 is mandatory to attach in case of a new

company

Declaration of the appointee Director, in Form DIR-2;
Interest in other entities of director it is mandatory to attach in case number of

entities entered is more than one.

Optional attachment(s), if any

Form no.DIR 22: Section 12(2) & 12(4) of the Companies Act, 2013 states that:

(2) The company shall furnish to the Registrar verification of its registered office within a period

of thirty days of its incorporation in such manner as may be prescribed.

(4) Notice of every change of the situation of the registered office, verified in the manner

prescribed, after the date of incorporation of the company, shall be given to the Registrar within

fifteen days of the change, who shall record the same.

Along with the above details in the Form no.INC.7, Form no.DIR 22 to be filed with the

following attachments:

Attachments:

Proof of Registered Office address(Conveyance/Lease deed/Rent Agreement along

with the rent receipts) etc.;

(the notarized copy of lease / rent agreement in the name of the company along with a copy

of rent paid receipt not older than one month; or the authorization from the owner or

authorized occupant of the premises along with proof of ownership or occupancy

authorization, to use the premises by the company as its registered office)

Copies of the utility bills as mentioned above (not older than two months)

(the proof of evidence of any utility service like telephone, gas, electricity, etc. depicting

the address of the premises in the name of the owner or document, as the case may be,

which is not older than two months)

List of all the companies (specifying their CIN) having the same registered office

address, if any;

Optional attachment, if any

If after filling the Requisite forms for incorporation with the Registrar of Companies along with fees, ROC is satisfied with the contents of the documents filed, ROC will issue the Certificate of incorporation in Form no.INC 11.

Form No.INC.21: The declaration filed by a director shall be in Form No.INC.21 along with the fee as and the contents of the form shall be verified by a Company Secretary in practice or a Chartered Accountant or a Cost Accountant in practice:

Provided that in the case of a company requiring registration from sectoral regulators such as

Reserve Bank of India, Securities and Exchange Board of India etc, the approval from such

regulator shall be required.

Pursuant to Section 11(1)(a) of the Companies Act, 2013 and Rule 24 of the Companies (Incorporation ) Rules, 2014, Declaration prior to the commencement of business or exercising

borrowing powers in Form No.INC.21 along with the following attachments :