The procedure for Incorporation of a Company under the Companies Act, 1956 is briefly explained hereunder.
Steps to be taken to get a new company incorporated:
Select, in order of preference, at least one suitable name upto a maximum of six names, indicative of the main objects of the company.
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 names (Prevention of Improper Use Act, 1950) by availing the services of checking name availability on the portal.
Apply to the concerned RoC to ascertain the availability of name in eForm1 A by logging in to the portal. A fee of Rs. 500/- has to be paid alongside and the digital signature of the applicant proposing the company has to be attached in the form. If proposed name is not available, the user has apply for a fresh name on the same application.
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 months of name approval
Arrange for the drafting of the memorandum and articles of association by the solicitors, vetting of the same by RoC and printing of the same.
Arrange for stamping of the memorandum and articles with the appropriate stamp duty.
Get the Memorandum and the Articles signed by at least two subscribers in his/her own hand, his/her father's name, occupation, address and the number of shares subscribed for and witnessed by at least one person.
Ensure that the Memorandum and Article is dated on a date after the date of stamping.
Login to the portal and fill the following forms and attach the mandatory documents listed in the e-Form
Declaration of compliance - Form-1
Notice of situation of registered office of the company - Form-18.
Particulars of the Director's, Manager or Secretary - Form-32.
Submit the following e-Forms after attaching the digital signature, pay the requisite filing and registration fees and send the physical copy of Memorandum and Article of Association to the RoC
After processing of the Form is complete and Corporate Identity is generated obtain Certificate of Incorporation from RoC.
Additional steps to be taken for formation of a Public Limited Company:
To obtain Commencement of Business Certificate after incorporation of the company the public company has to make following compliance
File a declaration in e-Form 20 and attach the statement in lieu of the prospectus(schedule III) OR
File a declaration in e-Form 19 and attach the prospectus (Schedule II) to it.
Obtain the Certificate of Commencement of Business.
Additional steps to be taken for registration of a Part IX Company:
The Part IX Company is required to file e-Form 37 and e-Form 39 apart from filing e-Form 1, 18 and 32.
The company is required to file e-Form 1 first and then the company can file all the other e-Forms (18, 32, 37 and 39) simultaneously or separately.
This is meant as a brief general reference. Hope the readers find this useful.
Quick Summary
You can select up to six names in order of preference. The fee to check name availability and apply via eForm 1A is Rs. 500/-.
After name approval, you must file Form 1 (Declaration of compliance), Form 18 (Notice of situation of registered office), and Form 32 (Particulars of Directors, Manager or Secretary) within six months.
They must be signed by at least two subscribers in their own hand, including their father's name, occupation, address, and subscribed shares, and witnessed by at least one person.
A public limited company must obtain a Commencement of Business Certificate by filing a declaration in e-Form 19 (with prospectus) or e-Form 20 (with a statement in lieu of prospectus).
A Part IX Company must file e-Form 37 and e-Form 39 in addition to the standard Forms 1, 18, and 32.
CAclubindia
