General Circular No. 49 /2011
Government of India
Ministry of Corporate Affairs
5th floor, ‘A’ Wing, Shastri Bhawan,
Dr. Rajendra Prasad Road, New Delhi
Dated the 23rd July, 2011
All Regional Directors
All Registrar of Comp anies.
Sub: Online incorporation of companies within 24 hours
In order to give ease to the corporate world to carry business in India , the Ministry of Corporate Affairs has been simplifying the procedures under the Companies Act, 1956. As another step in this direction, the Ministry is modifying the incorporation procedures to enable promoters to get their companies in corporate online within 24 hours.
2. Ministry ha s already implemented online approval of Director’ s Identification Number (DIN) with effect from 12.06.2011 and names of the proposed company will also b e made available online with effect from 24.07.2011. The digital certificate of incorporation is already being issued online by the Registrar of Companies.
3. Now, the Ministry is also simplifying the procedures to approve incorporation applications forms online. In case the e-forms 1, 18, 32 and e-form for Memorandum of Association(MOA) and Articles of Association (AOA) have been certified b y the practicing professional regarding the correctness of the information and declarations given b y the sub scribers, the application shall b e processed electronically and the digital certificate of incorporation shall b e issued immediately online b y the Registrar of Comp a nies.4. The above facility is optional to the existing process of backend processing of applications b y the Registrar of Companies where no such certifications have been d one b y the practicing professional.
5. If a ny of the information or declaration given b y the company or certificate given b y the p professional in the e-forms and attachment(s) thereto is/ a re, found to b e wrong , false or illegal then the sub scribers, declarant(s) and professional(s) shall b e liable for penal action under section 628 and 629 of the Companies Ac t, 1956 in addition to penal action prescribed in regulations of the respective professional institutes.
6. Where a company ha s been registered online on the b a sis of declarations ma d e b y the subscribers, declarant(s) and certifications b y the professional(s) given in the e-form, if it is found later on that the company ought not to have been registered under provisions of the Companies Ac t, 1956 read with Rules and Regulations ma d e therein, the Registrar of Companies shall take necessary action to put the company in state of suspended animation and initiate the process of revocation of the registration of the company after giving a n opportunity of being heard .
7. It is expected that the above immediate online approvals of DIN, availability of name and registration of e-forms-1, 18, 32 and MOA and AOA, the complete process of incorporation of a company c a n be completed within 24 hours.
8. The above simplified process of online incorporation of companies is likely to b e implemented with effect from 11th August, 2011.
-sd / -
(Monika Gupta )
Cop y to:
1. All c onc erned
2. PSto CAM a nd PSto MOS
3. PPSto Sec reta ry, Ad d itiona l Sec reta ry, Joint Sec reta ries