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Regarding private limited company formation

This query is : Resolved 

I have filled forms 1,18,32.
But a query arose there as:
1)f/18 address particular and not to be attached proper, 2) subscriber pages to given by their own Handwritten (Printed not allowed)

Could you please guide me in the above mentioned matter


Yes, as per new requirement of MCA for incorporation of company is that you shuld give a NOC about the rgistered address of the proposed company that such premises is owned by director or on lease.

For more read notification dated 24.12.2012

Yes, subscriber page should be hand written by subscriber.

Name, address, description and occupation of each subscriber
Subscribers shall sign and write in the Memorandum and Articles of Association his/her own hand, his/her name, father's/husband's name, address, age and occupation, if any, and shall also write against his name the number of shares he/she proposes to subscribe. Subscribers can be either literate or illiterate, either man or woman, either resident or non-resident, either Indian national or foreign nationals. In any case they must be competent to enter into an agreement.

The subscription to a memorandum of association means not merely signing at every one of its pages but signing their names in token of entering into an agreement both as to signatories forming themselves into a company but also their undertaking to take number of shares indicated against their names. [Arthanari Transports (P) Ltd. v K.P. Swami Gounder (1965) 35 Comp Cas 930 (Mad)].

The signatures of the subscribers must be authenticated by a witness who is not a subscriber himself. He shall likewise add his name, father's name, address, age and occupation, if he is a member of the professional body, membership number with shall also be written if any. If attestation of Memorandum of Association which has been registered turns out to be irregular, it does not render the same void [Chotalal v Dal Sukram (1892) ILR 17 Bom 472].

Department's circular of subscription through Attorney or Agent
The Department has issued a Circular No. 8/15/8, dated 1-9-1958 that an agent may sign the Memorandum on behalf of a subscriber, if he is authorised to do so by a power of attorney. Department Circular No. 1/95, dated 16th February 1995 states that only one power of attorney on usual stamp paper from all subscriber or directors is enough. The Registrar of Companies should not insist upon any authorisation from the Board of directors for appointing a power of attorney. Such type of authorisation are commonly used in three types of situations:—
(1) Corporate Subscriber: A company being an artificial and legal person may be a subscriber to the Memorandum and Articles of Association. In order to subscribe for the Memorandum and Articles of Association, the Board of directors of the company shall by resolution under section 292(1)(d) authorise a person as its attorney to sign the various documents for and on behalf of the company. The Board shall also authorise for execution of a Power of Attorney in favour of the said person. Since it is required for every subscriber having a share capital to take at least one share, therefore it should be mentioned in the resolution of the Board that how many shares the company proposes to take. Provisions of section 372A shall also be considered.
(2) Where any of the subscribers is not available: In such a situation, he may constitute an attorney and authorise any person capable of entering into contract, to sign the documents on his/her behalf. The said Power of Attorney is required to be executed on non-judicial stamp paper of such value as per the Stamp Rules, applicable in the State where the registration of the company shall take place.
(3) Subscription by illiterate person: An illiterate person subscribing the Memorandum can also authorise an agent to write for him and sign the Memorandum and Articles on his behalf through a power of attorney. Alternatively, he can put his left hand thumb impression on the column for signature and his name, address and occupation and the number of shares agreed to be taken by him be written by the person writing for him. The latter person should read and explain the contents of the documents to the illiterate person and make an endorsement to that effect on the document at the appropriate place.

i) Copy of building tax receipt will suffice as mandatory address proof attachment.

ii) Subscriber page of the MOA and and last page of AOA should be in the own hand writing of the subscribers/ promoters.

iii) Rectify the above and upload form 18 and form 1 with the corrected attachments well with in the time allowed.

the subscriber page should be made on what amount of stamp paper?

It is a part of MOA, so it will be on page on which other page of MOA will be made.

No different type of page will be used for this.

should affidavit for 58AA regarding non acceptance of deposits from public be notarized..? if so den what amount?

To be notarized. Stamp value is not mentioned in the Circular 11/2013 dated 29.5.2013. So I execute according to the State Stamp Act which ROC ,Kerala is accepting.

One more thing i would like to give that A Title Deed is required if premises is on the name of the Company otherwise Copy of Rent Deed/Lease or license Agreement be attached on appropriate stamp and a copy of Utility bill is required to be annexed which should not be older for more than 2 months. Utility bill includes either Electricity/Mobile/Telephone Bill on the name of owner of property with whom An agreement is entered into.

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