REGISTRATION OF A COMPANY IN INDIA

In India the process of registration of a company is governed by Companies Act, 1956. The document below covers the entire procedure of registration of a new company, the legal requirements, the documents required and the amount stamp duty for memorandum of association and articles of association. For the sake of brevity the write up has been categorized into four parts.

I. Basic Legal requirements for registration of a company

1. Names of minimum two persons as Directors.

2. Names of two persons as shareholders.

3. A capital of minimum Rs 1,00,000 to be deposited in the account of company after its incorporation within 30 days which can later be used for the affairs of the company.

4. Memorandum of Association and Articles of Association.

5. Six proposed name of the new company to be formed.

6. Affidavit notarized and signed by Director for DIN1 form.

7. Declaration/Affidavit from Subscribers/first directors at the time of Incorporation.

8. Signatures of Chartered Accountant (in whole time practice) or Company Secretary ( in whole time practice ) on the various forms

II. Documents required for registering a company:

1. Photographs of Directors in JPEG format

2. Self attested copy of Pan Card of the Directors

3. Self attested copy of address proof of the Directors

4. Address proof of place of registration of Company

5. The last pages of MOA and AOA signed by promoters

III. Procedure for Registration of a Company:

Obtaining DIN and DSC: The first step in this regard is to obtain a DIN for all the directors and DSC for one of the Directors. The DIN can be obtained for filing a form DIN1 with the ministry of corporate affairs. A DSC is also required for one of the Directors of a company as the Director is the person who is legally authorized to present the company and sign on its behalf in the various forms that are required for registration of a company in India.

Preparing list of proposed names for new company: After obtaining the DIN (Director’s Identification Number) and DSC the next step is prepare a list of six proposed names of the company and prepare main objects of the company. The six names proposed should have some relevance with the affairs of the company. Along with this two proposed names for Director is also required to fill up the relevant form with the Roc for Name Approval. A Form 1A is e-filed with the registrar of companies for name approval.

Preparing MOA and AOA: After the name has been approved now comes the step of company registration. For this two important documents such as MOA and AOA should be drafted. The MOA and AOA are the essential documents for functioning and rights of shareholders therefore it is always advisable to get these documents properly drafted from a professional rather than approaching touts who would charge very less but would not concentrate on proper drafting. The incorporation application would also include has be filed in form of three forms, Form 1, Form 18 and Form 32. After the forms have been e-filled and approved a Certificate of Incorporation is issued.

IV. Stamp Duty:

The Stamp duty on the Memorandum of Association and Articles of Association varies from state to state. Therefore it is advisable to go to http://www.mca.gov.in/DCAPortalWeb/dca/enquireFeeActionWithoutLogin.do to check the applicable stamp duty. The consolidated list of stamp duty available to different states is available at http://www.mca.gov.in/MCA21/dca/efiling/eStamp_rate.pdf/ . Besides the stamp duty there is government fees on name approval and other associated forms.

For more information contact at Sonia@ssglawfirm.in or 9873658554