Registration and Incorporation of a Company Explained

Understanding Registration and Incorporation of a Company

Registration involves the formal recognition of a business entity by the relevant government authorities. It provides the business with a unique identity and legal standing. The term "incorporation," on the other hand, specifically refers to the creation of a corporation, which is a distinct legal entity separate from its owners.

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What are the documents required for the registration of the company?

A. Documents for Identity Verification

1. Permanent Account Number (PAN)
2. Choose one from the following as identity proof:
   • Aadhaar Card
   • Passport
   • Driving License
   • Voter Identity Card

B. Documents for Address Verification

1. Telephone Bill or Mobile Bill
2. Electricity Bill or Water Bill
3. A copy of the Bank Passbook with the most recent transaction entry or a Bank Statement (not exceeding 2 months old)

C. Passport-sized Photographs (3 copies each)

Note: It is essential that all the aforementioned documents are self-attested by the relevant stakeholders. Additionally, it is recommended that the most up-to-date documents to be submitted and that the telephone bill is current, while the electricity bill should not be older than 2 months.

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What are the Steps in Incorporation of a Company?

Choose a Business Structure:

The first step in this journey is selecting the appropriate business structure. Common choices include sole proprietorships, Limited Liability Partnership (LLPs), Private Limited Company, One Person Company (OPC), and Public Limited Company. Each structure has its own set of advantages and disadvantages, so careful consideration is paramount.

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Select Business Name:

The selection of a business name is pivotal. It must be unique and not infringe on existing trademarks. Once a suitable name is chosen, it needs to be registered with the relevant authorities.

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Obtain Director Identification Number (DIN):

The Director Identification Number (DIN) stands as a pivotal document requisite for submission to the authorities. It serves as a unique identifier for individuals aspiring to assume the role of a company's director. Acquisition of a DIN is mandatory for those seeking directorship within a company's framework.

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Digital Signature Certificate (DSC):

As the process of registering a company is conducted online, it is imperative that the company's stakeholders possess digital signatures to affix to the numerous forms required for submission through the MCA portal.

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Registration on the MCA (Ministry of Corporate Affairs) Portal:

To initiate the company registration process, it is imperative to submit the SPICe+ form along with the requisite documents through the MCA portal. To facilitate this process seamlessly, the company's director must first register on the MCA portal and subsequently gain access to a range of electronic services, including form submission and access to public documents.

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Certificate of Incorporation:

Last but certainly not least, once the documents are submitted, the Registrar of Companies examines the application. If it is successful, the Registrar issues a Certificate of Incorporation of the Company.

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Online Process for Incorporating a Company on MCA Portal

Follow the below steps to apply for company incorporation:

Login to MCA for Company Incorporation

To apply for a company incorporation using the SPICe+ form, a promoter or proposed director must first create an account on the MCA website. After successful registration, they can log in and proceed with the application process.

Creating an MCA Account:

1. Visit the MCA Website: Go to the MCA portal.
2. Sign Up: Click on the "Sign In/Sign Up" option and select "Register."
3. Choose User Category and Role: Select "Business User" and the appropriate role (e.g., Promoter, Director).
4. Enter Details: Provide PAN number, personal information, contact details, and login credentials.
5. Verify Account: Enter the OTP sent to your mobile number.

Filing SPICe+ Form:

• Access SPICe+: After login, navigate to "MCA Services" > "Company Services" > "SPICe+."
• Start New Application: Select "New Application."
• Fill Part A:
  • Reserve the company name.
  • Choose company type, class, category, and sub-category.
  • Enter the main division of industrial activity.
  • Submit for auto-check and confirmation.
  • Note: You can reserve multiple names (up to two) initially and fill Part B later.
• Fill Part B (if applicable):
  • Enter details like business nature, authorized and paid-up capital, registered office, email, director details, shares, PAN, TAN, and professional information.
  • Note: Part B is a consolidated form for company incorporation, DIN, PAN, TAN, and other registrations.
• Fill AGILE-PRO Form (optional): Use this form for ESIC, GSTIN, EPFO, bank account, professional tax, and shop and establishment registrations.
• Upload Documents: Attach required documents.
• Pre-Scrutiny and Submission: Conduct a pre-scrutiny check and submit the form.
• Digital Signature and Payment: Download the submitted form, affix a digital signature, and upload it. Pay the incorporation fee.

Processing and Certificate:

• The ROC will review the application.
• Upon approval, you will receive the Certificate of Incorporation.

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Commencement of Business

Every company incorporated with a share capital is obligated to fulfill specific conditions before commencing business or exercising borrowing powers:

1. The director must submit a declaration in Form INC-20A to the Registrar of Companies (ROC) within 180 days of the company's incorporation. This declaration, verified by a practicing Chartered Accountant (CA), Company Secretary (CS), or Cost and Management Accountant (CMA), confirms that every subscriber to the Memorandum of Association (MOA) has paid the agreed-upon value of shares at the time of filing.
2. Within 30 days of incorporation, the company must file for verification of its registered office by submitting Form INC-22 to the ROC.

The process of incorporating a company is facilitated through the SPICe+ form, which can be submitted online via the MCA website. Once submitted, the ROC will review the form and accompanying documents, subsequently issuing the Certificate of Registration upon successful examination.

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