Indian company registration is pretty complex and brimming with many legalese and procedural procedure. Each step does form part of the overall business setup in India in the format of Indian corporate law. The following section outlines a step-by-step roadmap as to how to do company registration in India forming a private company, LLP, or other company types.
1. Choose the Type of Company
This important decision on which of the types of corporate form will suit your business best is, if not more so, as important as the decision to select and follow with registration. The most common forms of are listed below:
Private Limited Company: Its structure most recommended for small and medium-sized businesses is apt to afford liability of its shareholders, which is limited. Many other benefits are also provided such as equity promotion and capital raising.
Public Limited Company: This is more appropriate to big concerns with an objective of issuing share to public and collecting capital at a high scale.
Limited Liability Partnership LLP: LLP is the partner-friendly company which has the advantages of a partnership with the advantage of limited liability. With such advantages, it has attracted several businesses that seek fewer regulatory nuisance.
One Person Company OPC: By chance it is a relatively new structure wherein one person can own and run the company with liability.
This is a specific legal requirement of registration and knowledge about the structure of the company fulfills that requirement.
2. Digital Signature Certificate
Except for the purpose referred to above, the Electronic Signature Certificate is also needed while doing the registration process to digitally sign records. According to the MCA or Ministry of Corporate Affairs, DSC has to be obtained for each director and authorized signatory.
To obtain the DSC ,
Use DSC through authenticated Certifying Authorities like e-Mudhra or Sify Safescrypt.
identification proof, address proof, and passport-size photographs for finalizing the application.
Step 3: Choose the kind of DSC you would need in business registration- either Class 2 or Class
3 DIN- Director Identification Number.
For the acquisition of the directorship of any Indian company, one must have a DIN. It is short for the unique identifying number provided by the Government of India to any person who intends to be a director in any company incorporated in India .
Process to Obtain DIN:
Step 1 Log in to the MCA portal and file SPICe+ form. It gives the amalgamation of all other services, that is, an application for DIN.
Attach document proof of identity, proof of address, etc. relating to the directors.
In case the director has DIN already then no filing is again required
The DIN issued for life once the name is approved because the DIN is provided once and remains valid for life as soon as one is approved.
4. Name Reservation through RUN
The name of the company should be reserved. RUN is MCA’s reserve unique name service which may assist a company in getting a unique name.
Companies would have to select a name that has been found unique and falls within any of the following three:
Name should be unique and not similar to others; must follow the naming guidelines as applied by the MCA. Not trademarked or intellectual property rights registered name. Should not hurt or violative of public policy.
How to book a name:
To book a name, access the MCA site and apply your choice of name through the RUN service.
Two names can be indicated in order of preference.
RoC will register the name or suggest modifications as the case may be
The name is held for some period. You will have to get yourself registered within this time, otherwise, need to re-file.
5. Preparing of MOA and AOA
These are the constitutional documents where the company can write out its purpose and the conditions that it will be bound to in carrying out her operations. The legal documents that have to be drawn up are two in number: one being the Memorandum of Association and the other the Articles of Association.
To have a company legally registered, the following have to be drawn up:
MOA: The objects, the aims, and the ambit of operation by the company.
AOA: It comprises bye-laws regarding the internal administration of the Company comprising the selections of the directors, the dividend as well as other regulatory matters.
Such documents so drafted shall be in conformity with all the provisions of the Companies Act, 2013.
6. Filing of SPICe+ Incorporation Form
The second is filling SPICe+ or the Simplified Proforma for the Incorporation of Company Electronically. SPICe+ is one application form available on the MCA portal and facilitates the incorporation process of a company. Under one application, you can make a filing with the ROC for incorporation of the company as well as apply for DIN of directors and PAN and TAN of the company.
Name of Company to be Registered
The Following Statutory Registrations, Which Would Be Applicable: Employee Provident Fund, etc.
SPICe+ Is Available in MCA portal, to be filled up and submitted online
Vii. Payment of Registration Fees and Stamp Duty
Along with these, while filing that SPICe+ form, MOA and AOA are provided. After filing the SPICe+ application with the due registration fees along with stamp duty-charge which has to be paid through the MCA portal an acknowledgement would be generated for further reference.
That fee paid would depend upon the state in which the company is seeking registration and the authorized share capital.
8. Issue of Certificate of Incorporation
Once incorporation is approved, the Registrar of Companies shall issue a Certificate of Incorporation. At that point in time, it will be established that the corporation is in existence and carries on its Corporate Identification Number (CIN).
Certificate of Incorporation
The company would be legally incorporated because the Certificate of Incorporation would be issued after the enrollment done under the Companies Act 2013. The Certificate of Incorporation would mark the initiation of the lawfully working of the company also.
9. PAN and TAN Registration
There are a few specific things that you need to have in order to be fully tax compliant. A PAN and a TAN are two. Normally it coincides with filing for the SPICe+ form. PAN: You would file corporate income tax and matters relating to taxation. You would require a TAN if your company needs to make some of the following payments exempt from income tax salary and contract charges. 10. Get yourself registered in GST if you need
If the company turnover exceeds the threshold limit of the Goods and Services Tax Act or if you conduct an inter-state business, then you have to get registered in GST .
How to register in GST
You have to login to the GST portal and file your application
You need to attach relevant documents such as PAN, proof of business, and bank statements.
As soon as your application is approved, you are issued a GST Identification Number, GSTIN.
GST registration thus proves important, especially for businesses dealing in the provision of goods and services. That would ensure indirect tax law compliance by a business .
11. Open a Current Bank Account
Following incorporation of a company, you will wish to open a current bank account in your company’s name. The documents usually included are as follows:
Certificate of Incorporation
PAN of the Company
Address proof of the registered office
Identity proof and address proof of the directors
This will ensure that the corporation can do all the financial activities and fulfill the need for banking statutory requirements.
12. Post-Incorporation Compliance
The compliances which happen post incorporation are too many, and the following are listed:
Appointment of Auditor: To appoint an auditor for the company as early as possible within 30 days from the date of incorporation
Allotment: Allot and issue the shares to the shareholders
Annual Returns: Giving annual return to the RoC
First Board Meeting: Hosting the first meeting of the board of directors within 30 days from its registration date.
If the above conditions are not satisfied, then penalties are bound to be incurred.
Conclusion
In comparison to it, incorporation procedure in an Indian Company is quite long and fairly systemic as it involves a very stringent following of legal criteria and nri tax eperts in Pune While this is a fact that the process has indeed become much more efficient owing to the governmental move to have this process become efficient, digital portals, such as SPICe+, notwithstanding that it is a norm still advisable to get in touch with a legal professional or a company secretary for the process to go on efficiently. Once you do that, be sure that your firm is already in place and running quite well.
Rawat