Procedure for Incorporation/Registration of a company can be explained through Section 7 of Companies Act, 2013 along with Companies (Incorporation) Rules 2014.
This involves the following procedure:
- Selection of Type of Company: The promoters may select the type of company they wish to form i.e., a public company, private company, one person company or a non-profit company.
2. Preliminary Requirements: All the directors should ensure that they have Directors Identification Numbers(DIN). Out of all the proposed directors of a company, at least one should have DIN. This can be obtained by submitting Digital Signature along with the attested copies of PAN Card and Address proof. Any of the Proposed Directors can obtain a Class-II Digital Signature Certificate by applying to any agency authorised by MCA.
3. Reservation of Name: One of the Promoters should apply to the Registrar of Companies for Reservation of Name. For this e-form INC No. 1 has to be used along with prescribed fees of Rs.1000. Along with this Promoter has to prescribe six names in order of their preference.
4. Preparation of Memorandum of Association (MOA) and Articles of Association (AOA): Drafting of MOA and AOA is generally a step after reservation of the name. These two documents are charter and internal rules and regulations of the company. These have to be drafted with utmost care and with the advice of the experts. The ancillary clause for the attainment of the main object clause has to be drafted in a very broad sense.
5. Filling of Documents with the Registrar of Companies: An application has to be filled with the Registrar of the Company within whose jurisdiction the propose company is proposed to be situated. Two forms are required to be filled i.e., INC 2 for One person Company and INC 7 for Other than one person company along with the following documents:
- memorandum and Articles duly signed by all subscribers as mention in Companies (Incorporation) Rules 2014.
- a declaration as mention in INC 8 by any Lawyer or Chartered Accountant or Company Secretary or Cost Accountant in practice certifying that all the requirement of this act and rules there under have been compiled with.
- An affidavit in the form of INC 9 by the subscriber to the memorandum and by all the persons named as first directors that they are not convicted of any offence in connection with promotion, formation or management of the company.
- Address for correspondence till its registered office is established.
- Copy of Power of Attorney signed by the subscribers to the memorandum delegating power to a person to do acts in their favour.
- Particulars of the first directors mentioned in articles including their surname, addresses, nationality and DIN.
6. Certificate of Incorporation and Allotment of Corporate Identity Number: If the registrar of the company is satisfied that everything is complied with in regard to incorporation of company, then he shall issue a certificate in the form of INC 11, normally within the 7 days of the receipt of the documents.
Author: This blog is written by Mr. Vishal Aggarwal, student of Amity Law School, a passionate blogger & intern at Aapka Consultant.
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