Incorporation of company in india

M.S. Chhajed & Co. 1

Expert in setting up business in India, M&A and Due Diligence, Joint Venture, FEMA Expert in setting up business in India, M&A and Due Diligence, Joint Venture, FEMA andand

International Taxation services International Taxation services

6, “MAHARSHI” COMPLEX,

SADAR PATEL COLONY,

NR. UNDER BRIDGE,

AHMEDABAD-380014.

INDIA.

(M) +91- 98245 19940

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• STEPS TO BE TAKEN FOR COMPANY STEPS TO BE TAKEN FOR COMPANY INCORPORATION.INCORPORATION.

• COMPLETE PROCEDURE FOR COMPLETE PROCEDURE FOR INCORPORATING A COMPANY.INCORPORATING A COMPANY.

• VARIOUS DOCUMENTS REQUIRED UNDER VARIOUS DOCUMENTS REQUIRED UNDER THE COMPANIES ACT,1956.THE COMPANIES ACT,1956.


• For the person who wishes to be a director of the For the person who wishes to be a director of the company, he has to apply for the DINcompany, he has to apply for the DIN (Director (Director Identification Number) first.Identification Number) first.

• Applicable form is Form DIN – 1.Applicable form is Form DIN – 1.


• FullFull NameName• Father’s NameFather’s Name• Grand Father’s NameGrand Father’s Name• Date of BirthDate of Birth• Copy of Passport/ Driving License/ Election CardCopy of Passport/ Driving License/ Election Card• For foreign nationals passport is must.For foreign nationals passport is must.• Residential Address with Zip codeResidential Address with Zip code• Proof of Residential AddressProof of Residential Address• Proof of Photo IdentityProof of Photo Identity• One Passport size PhotoOne Passport size Photo• ( All above documents in English Only)


• TThe documents and photograph have to be authorized by the notary in he documents and photograph have to be authorized by the notary in the home country of the applicant and certified copy of the valid the home country of the applicant and certified copy of the valid passport to be submitted with application for DIN No.passport to be submitted with application for DIN No.


• Select, in order of preference, at least one suitable name with three or four Select, in order of preference, at least one suitable name with three or four alternative names, indicative of the main objects of the company.alternative names, indicative of the main objects of the company.

• Ensure that the name does not resemble the name of any other already Ensure that the name does not resemble the name of any other already registered company and also does not violate the provisions of emblems and registered company and also does not violate the provisions of emblems and names (Prevention of Improper Use Act, 1950) by availing the services of names (Prevention of Improper Use Act, 1950) by availing the services of checking name availability on the portal.checking name availability on the portal.

• Apply to the concerned Registrar of Companies (ROC) to ascertain the Apply to the concerned Registrar of Companies (ROC) to ascertain the availability of name in eForm 1A . A fee of Rs. 500/- has to be paid along with availability of name in eForm 1A . A fee of Rs. 500/- has to be paid along with the digital signature of the applicant proposing the company has to be attached the digital signature of the applicant proposing the company has to be attached in the form. in the form.

• After the name approval, the applicant can apply for registration of the new After the name approval, the applicant can apply for registration of the new company by filing the required forms (that is Form 1, 18 and 32) within six company by filing the required forms (that is Form 1, 18 and 32) within six months of name approvalmonths of name approval.


• Applicable Form is Form No. 1AApplicable Form is Form No. 1A• Choose the name of the Company (Give 3 to 4 Alternate preferential Choose the name of the Company (Give 3 to 4 Alternate preferential

Name).Name).• Justification of the Name.Justification of the Name.• Authorized Capital (Minimum Rs. 1 Lacs for Private Limited Authorized Capital (Minimum Rs. 1 Lacs for Private Limited

Company & Minimum Rs. 5 Lacs for Limited Company).Company & Minimum Rs. 5 Lacs for Limited Company).• Name, Address with Zip code & email ID of the Applicant.Name, Address with Zip code & email ID of the Applicant.• Proposed Subscribers’ and Proposed Director’s Name and Address Proposed Subscribers’ and Proposed Director’s Name and Address

with Zip code and DIN (Minimum 2 Directors for Private Limited with Zip code and DIN (Minimum 2 Directors for Private Limited Company & Minimum 3 Directors for Limited Company).Company & Minimum 3 Directors for Limited Company).

• Occupation of the Proposed Subscribers and Directors.Occupation of the Proposed Subscribers and Directors.• Other Directorship, Proprietorship and Partnership.Other Directorship, Proprietorship and Partnership.• Digital Signature of the Applicant which can be obtained from Digital Signature of the Applicant which can be obtained from

agencies like Tata Consultancy Services & MTNL.agencies like Tata Consultancy Services & MTNL.


After the name is approved, the following After the name is approved, the following documents will be submitted with the Registrar of documents will be submitted with the Registrar of Companies (ROC).Companies (ROC).

• MEMORANDUM & ARTICLES OF ASSOCIATION MEMORANDUM & ARTICLES OF ASSOCIATION • FORM No. 1 FORM No. 1 • FORM No.18 FORM No.18 • FORM No.32 FORM No.32 • Power of Attorney on Stamp Paper of Rs. 100/-Power of Attorney on Stamp Paper of Rs. 100/-


• Drafting of Memorandum & Articles of AssociationDrafting of Memorandum & Articles of Association• The Memorandum & Articles of Association are required to be stamped before The Memorandum & Articles of Association are required to be stamped before

signing the same. signing the same. • Memorandum of association (MOA) & articles of Association (AOA) is to be Memorandum of association (MOA) & articles of Association (AOA) is to be

signed by the subscribers physically.signed by the subscribers physically.(a) If the MOA is signed by the foreign nationals outside India ,their (a) If the MOA is signed by the foreign nationals outside India ,their signatures are to be attested before Indian embassy in the country in which the signatures are to be attested before Indian embassy in the country in which the subscribers are residingsubscribers are residing(b) (b) If the MOA is signed by the foreign nationals (who are not residents of If the MOA is signed by the foreign nationals (who are not residents of India India and are on a temporary visit) in India , their signature can be attested by a and are on a temporary visit) in India , their signature can be attested by a

person in India (professionals like Chartered Accountants) and the proof of person in India (professionals like Chartered Accountants) and the proof of their visit to India like passport and visa are to be produced for their visit to India like passport and visa are to be produced for

verification.verification.(c) (c) If the MOA is signed by foreign nationals residing in India for several If the MOA is signed by foreign nationals residing in India for several years years /permanently , procedure as at (b) above is followed and documentary /permanently , procedure as at (b) above is followed and documentary proof of proof of the fact that the subscribers have been residing in India is also insisted the fact that the subscribers have been residing in India is also insisted upon.upon.


REQUIREMENTS FOR FORM No.1:

• Subscribers’ Name and Address with Zip codeSubscribers’ Name and Address with Zip code

• Authority given to the applicant for signing the forms Authority given to the applicant for signing the forms of Incorporation.of Incorporation.

Attachments:Attachments:

• Stamped Memorandum of AssociationStamped Memorandum of Association

• Stamped Articles of AssociationStamped Articles of Association

• Stamped Form No. 1Stamped Form No. 1


FORFOR REGISTERED OFFICE OF THE COMPANYREGISTERED OFFICE OF THE COMPANY

REQUIREMENTS:REQUIREMENTS:

• Full Address with Zip code of the Registered Full Address with Zip code of the Registered Office of the CompanyOffice of the Company

• Police Station Address with Zip code under Police Station Address with Zip code under which the registered office falls. which the registered office falls.


DETAILS OF DIRECTORSDETAILS OF DIRECTORS

• Name of the DirectorsName of the Directors

• Name of Directors’ FatherName of Directors’ Father

• Date of BirthDate of Birth

• Occupation Occupation

• Residential Address with Zip codeResidential Address with Zip code

• Passport No.Passport No.

• For foreign director, passport no. will be compulsoryFor foreign director, passport no. will be compulsory

• Consent to act as First DirectorConsent to act as First Director

• Passport size photoPassport size photo

• DIN NumberDIN Number


• Arrange for payment of application and allotment money Arrange for payment of application and allotment money by Directors on shares taken or agreed to be taken. by Directors on shares taken or agreed to be taken.

• File the statement in lieu of prospectus with ROC in File the statement in lieu of prospectus with ROC in Schedule-IV of the Companies Act. Schedule-IV of the Companies Act.

• File a Declaration in Form-20File a Declaration in Form-20..

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Incorporating a CompanyIncorporating a Company

Select the Directors Select the Directors for proposed for proposed companycompany

Select the Name of Select the Name of proposed companyproposed company

Apply for digital Apply for digital signature of at least one signature of at least one

DirectorDirector

Draft main objects Draft main objects of the companyof the company

Determine authorized Determine authorized capital & registered office capital & registered office address of Coaddress of Co..

Apply for Din No.of the Apply for Din No.of the Director.Director.

Application for the reservation of name of the proposed company in form 1A.Application for the reservation of name of the proposed company in form 1A.

Name ApprovedName Approved

Submit further alternate namesSubmit further alternate names

NoNoYesYes

Submit:(A)Memorandum of Association & Articles of Association signed by the subscribers with number of shares proposed to be subscribe , Form 1, Form 18 and Form32

ROC will issue certificate of IncorporationROC will issue certificate of IncorporationM.S. Chhajed & Co.


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Incorporation of company in india

Economy & Finance

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