Introduction

A company is a legal entity which is formed by different individuals to generate profits through their commercial activities. All Companies come under the jurisdiction of concerned Registrar of Companies.

The Registrar of Companies (ROC) is an office under the Indian Ministry of Corporate Affairs that deals with administration of the Companies Act, 2013, The Limited Liability Partnership Act, 2008. There are currently 22 Registrars of Companies (ROC) operating from offices in all major states of India. Some states, such as Maharashtra and Tamil Nadu, have two ROCs each.

Types of business structures in India coming under the purview of RoC's

·        One Person Company (OPC)

·        Limited Liability Partnership (LLP)

·        Private Limited Company

·        Public Limited Company

·        Producer Company

·        Section 8 Companies

·        Nidhi Companies

Choose a business structure which suits your requirement

·        How many owners/partners will your business have?

·        Should your initial investment determine your choice of business structure?

·        Willingness to bear the entire liability of the business

·        Income Tax Rates Applicable to businesses

·        Plans of getting money from investors

Minimum Requirements Of Company Registration

Minimum Shareholders

·        Private Company – 2

·        Public Company – 7

·        OPC - 1

Minimum Directors

·        Private Company – 2

·        Public Company – 3

·        OPC - 1

·        One of the Directors must be Indian Resident

·        DSC (Digital Signature Certificate) for all shareholders

·        Share Capital

·        Authorized Share Capital

·        Paid up Share Capital

·        DIN (Director Identification Number) for all Directors

·        The directors and shareholders can be same person

Company Registration Process

·        RUN

·        DSC

·        DIN

·        Registered Office

·        MOA

·        AOA

·        Certificate of Incorporation

·        PAN & TAN

·        Certificate of Commencement

·        Commercial Operations

RUN (Reserve your Name)

·        Details to be furnished in this stage:

·        Type of Company

·        Class of Company

·        Category of Company

·        Sub-Category of Company

·        Main division of industrial activity of the Company

·        Significance of Name

·        Main Object

·        Name 1 (First Preference)

·        Name 2 (Second Preference)

 Obtain Digital Signature (DSC)

·        Class III Digital Signature should be obtained from any of these Ministry authorised partners.

MOA, AOA, Registered office & DIN

·        Once the Digital Signature is ready we have to file our application under the SPICe incorporation process and Company Incorporation Process consists of preparation and filing of the flowing E-Forms:

·        e-Form INC-32 - Simplified Proforma for Incorporating Company Electronically (SPICe)

·        e-Form INC-33: e-Memorandum of Association (SPICe MoA)

·        e-Form INC-34: e-Articles of Association (SPICe AoA)

Processing of e-Forms by the office of Central Registrar of Companies

·        The Central Registration Centre (CRC) processes the application and “if found the details / documents are in order”.

·        Certificate of Incorporation

·        DIN for Directors

·        Permanent Account Number (PAN)

·        Tax Collection and Deduction Number (TAN) to the New Company.

·        Now your Company details will be published in MCA portal

 Certificate of Commencement

Within 180 days of obtaining Certificate of Incorporation, you have to open bank account and deposit the Subscribed Capital in Company bank account and file the proof in INC 20A with the RoC. Once this form is filed, you can start commercial operations.

Conclusion

MCA & RoC, besides, it also exercises supervision over the three professional bodies, namely, Institute of Chartered Accountants of India(ICAI), Institute of Company Secretaries of India(ICSI) and the Institute of Cost Accountants of India (ICAI) which are constituted under three separate Acts of the Parliament for proper and orderly growth of the professions concerned.

Prepared By:

Naufal Nazar

Secretarial & Audit

Picco Advisory