Steps To Be Taken To Incorporate A New Company

Steps to be taken to get a new company incorporated:

• Select, in order of preference, at least one suitable name upto a maximum of six names, indicative of
the main objects of the company.
• Ensure that the name does not resemble the name of any other already registered company and also
does not violate the provisions of emblems and names (Prevention of Improper Use Act, 1950) by
availing the services of checking name availability on the portal.
• Apply to the concerned RoC to ascertain the availability of name in eForm1 A by logging in to the
portal. A fee of Rs. 500/- has to be paid alongside and the digital signature of the applicant proposing
the company has to be attached in the form. If proposed name is not available, the user has apply for a
fresh name on the same application.
• After the name approval the applicant can apply for registration of the new company by filing the
required forms (that is Form 1, 18 and 32) within 60 days of name approval
• Arrange for the drafting of the memorandum and articles of association by the solicitors, vetting of
the same by RoC and printing of the same.
• Arrange for stamping of the memorandum and articles with the appropriate stamp duty.
• Get the Memorandum and the Articles signed by at least two subscribers in his/her own hand, his/her
father's name, occupation, address and the number of shares subscribed for and witnessed by at least
one person.
• Ensure that the Memorandum and Article is dated on a date after the date of stamping.
• Login to the portal and fill the following forms and attach the mandatory documents listed in the
eForm
Declaration of compliance - Form-1
Notice of situation of registered office of the company - Form-18.
Particulars of the Director's, Manager or Secretary - Form-32.
Submit the following eForms after attaching the digital signature, pay the requisite filing and registration
fees and send the physical copy of Memorandum and Article of Association to the RoC
• After processing of the Form is complete and Corporate Identity is generated obtain Certificate of
Incorporation from RoC.
Additional steps to be taken for formation of a Public Limited Company:
To obtain Commencement of Business Certificate after incorporation of the company the public company
has to make following compliance
• File a declaration in eForm 20 and attach the statement in lieu of the prospectus(schedule III) OR
• File a declaration in eForm 19 and attach the prospectus (Schedule II) to it.
 • Obtain the Certificate of Commencement of Business.
Additional steps to be taken for registration of a Part IX Company:
The Part IX Company is required to file eForm 37 and eForm 39 apart from filing eForm 1, 18 and 32.
The company is required to file eForm 1 first and then the company can file all the other eForms (18, 32, 37
and 39) simultaneously or separately
Steps for forming a Private Limited Company:
Looking to register your company as a private limited company? Registering your company as a

private limited company is difficult as the procedure is complicated and involves many

compliances. Do not fear as our experts can help you in every step of the private limited

company registration. Instead of reading through the entire registration process, you can avail

our expert service.

Step 1: Obtain Digital Signature Certificate (DSC)*

Step 2: Obtain DIN*

Step 3: Name Availability

Step 4: Form SPICE INC-32

Step 5: MOA and AOA

Step 6: PAN and TAN Application

* For Name availability under RUN Web service, there is no prior requirement to obtain DSC

and DIN . It can be done with account login on MCA portal.

Step 1: Obtain DSC (Digital Signature) Digital signatures are required to file the forms for

company formation. The registration process is online and the forms require a digital signature.

DSC is mandatory for all subscribers and witnesses in the memorandum and articles of

association. You must obtain the digital signature certificates from government recognized

certifying agencies. The list of such certified agencies can be accessed here. Or you can get your

DSC online in just two days from here. The cost of obtaining DSC varies depending upon the

certifying agency. You must obtain either class 2 or class 3 category of DSC. Under Class 2

category, the identity of a person is verified against a pre-verified database whereas, under class

3 category, the person needs to present himself before registering authority to prove their

identity. To acquire DSC

Step 2: Apply for DIN (Director Identification Number) DIN is an identification number for a

director. It has to be obtained by anyone who wants to be a director in a company. One DIN is

enough to be a director in any number of companies.

There are 3 ways of obtaining DIN:

Option 1:File form DIN 3. This form required basic details of the proposed director along with

identity proof like PAN, Aadhaar Card, etc and address proof. This is option is only available for

existing companies. It means with effect from January 2018, the applicant need not file DIR-3

separately. Now DIN can be applied within SPICe form for up to three directors.

Option 2: With filing SPICe, DINs gets issued to the proposed directors who do not have a DIN.

Under this process of filing through SPICe (INC 32), maximum of three directors can apply for

DIN. If applicant want to incorporate Company with more than 3 Directors and more than 3

persons doesn’t have DIN. In such situation applicant have to incorporate Company with 3

Directors and have to appoint new directors later on after incorporation.

Option 3:Click on the link & let a ClearTax expert procure DIN for you. If you go for Private

Limited Company – Registration with ClearTax, up to 2 DINs are covered in the plan & there is

no need to apply for DIN separately.

Step 3: Name Approval

To get the name approval, there are following options:

Option 1:Incorporating a Company via RUN (Reserve Unique Name) form: In an attempt to

ease procedures for new as well as existing companies, the Ministry of Corporate Affairs (MCA)

has introduced RUN web service for the incorporation of a company. RUN gives only one

chance for applying and in case of rejection of the name due to any similarity of name with a

registered company, an LLP or trademark or due to non-adherence of the Companies

(Incorporation Rules) 2014, there are no second chances available. It means you have to be sure

of the proposed name and should follow name availability guidelines, existing trademarks to

avoid rejection. The applicant has to re-file another RUN form with prescribed fee.

Please note that DSC and DIN shall not required for filling of RUN form for reservation of

name. Only MCA Account is mandatory.

However, with effect from March 23, 2018, Ministry has decided to permit two proposed Names

and one re-submission (RSUB) while reserving Unique Names for the Companies.
Option 2:You can apply for the proposed name through SPICe(INC-32) but only one name can

be applied to this form, which is similar to that of the provision in RUN.

Moreover, in case of rejection due to non-approval of the name, the applicant will get a second

chance of refilling the same SPICe form without any further charges. It means you get two

chances of filing the same form without any extra charge of paying Rs. 1000/- both the times.

In case of failure to get the name approved in the second go, you can file the SPICe form again

from scratch. This will any day prove to be cheaper than opting for the first option. The whole

process including name approval and incorporation takes around 2-3 days

Step 4: Form SPICe (INC-32) Ministry of Company Affairs has introduced Form SPICe (INC-

32). It is a simplified proforma for incorporating a company electronically. It serves the

following purposes with the benefit of a single application:

 Application for allotment of DIN (Director Identification Number)

 Reservation of company name
 Incorporation of a new company
 Application for PAN and TAN

Prior to May 2015, the registration of companies required the filling up of several documents,

such as the DIR–3 for acquiring the DIN (Director Identification Number), INC-1 for obtaining a

name, INC–7 for registering the company with the Memorandum and Articles of Association,

INC–22 for the registered office and finally, Form DIR-12 for the directors. Now, all of these

forms have been merged together.

The digital signature of a professional is required to file Form INC-32. The professional must

certify that all the information given in the form is correct. The professional can be Chartered

Accountant, Company Secretary, Cost Accountant or advocate.

With effect from January 2018, New Process of Name Approval “RUN” notified and e-form

INC-1 omitted. INC-7 form omitted. Only way out for incorporation of Company is SPICE. No

ROC fees for Incorporation of Company up to 10 lack of authorized capital.

Step 5: e-MoA(INC-33) and e-AoA (INC-34) e-MoA refers to an electronic Memorandum of

Association and eAoA is electronic Articles of Association. These forms have been introduced to

simplify the process of company registration in India.

Memorandum represents the charter of the company while articles of association contain the

internal rules and regulations of the company.

Earlier memorandum of association and articles of association were required to be filed

physically. But now these forms are filed online on MCA portal as a linked form with SPICe

(INC-32). Both these forms must be digitally signed by subscribers to the Memorandum and

Articles of Association.

Step 6: PAN and TAN Application Through this single form SPICe, you can also apply for

company’s PAN and TAN by using forms 49A for PAN and 49B for TAN. The system will

auto-generate these forms after the submission of SPICe form. All you have to do is download it,

affix digital signatures and upload both forms on MCA portal If all the details in the form are

duly filled in along with the required documents, MCA will approve the registration and a CIN

(Corporate Identity Number) will be allocated. You can also track this CIN online on MCA

portal.
Documents required for filing SPICe (INC-32)
The following documents must be filed with SPICe (INC-32) for the incorporation of a

company:

A. Where director and subscriber are Indian Nationals

 An Affidavit on a Stamp Paper is to be given by all the subscribers of the Company to state their
willingness to become the shareholders of the Company
 Proof of office address – Rental Agreement
 Copies of utility bills that are not older than two months
 Copy of approval in case the proposed name of the company contains any word(s) or
expression(s) that require approval from central government
 If the proposed name is based on a registered trademark or is subject matter of an application
pending for registration under the Trade Marks Act, then it is mandatory to attach the trademark
registration certificate or trademark application copy
 NOC from the owner of the property
 In case of subscribers/ Director does not have a DIN, it is mandatory to attach, proof of identity
and address proof of the subscribers

B.Where director/subscriber is a foreign National

o Passport
o Address proof: It can be driving license, residence card, bank statement, Government
issued form of identification containing an address

Registered office proof: It can be registered document which shows the title of the premises in the name
of the company or notarized copy of lease deed or rental agreement

What is the Cost involved in Private Limited

Company Registration?
The following is the government fees required for registration:

Plan amount
₹ 10999
DSC
₹ 2000
DIN
₹ 1000
Professional Fees
₹ 3799
Stamp Duty (approx)
₹ 2500
Notary Fees
₹ 500
Govt Fees (RUN, PAN, TAN)
₹ 1200
Goods and Services Tax @ 18%
₹ 684

Total

₹ 11683

What is the Time required to register a

company?
The whole process including approval of DIN, Name, and Incorporation takes around 7 working days.

However, now-a-days registering a Company has become a fast process as all documents are dragged in a

single application form with MCA. It is a big step towards e- governance and for businesses who are

looking for expansion of operations.