The document outlines the stages of company formation, which include promotion, incorporation, capital subscription, and obtaining a trading certificate. It details the roles of promoters and various types, the necessary documentation such as the memorandum and articles of association, and regulatory requirements like filing fees. Additionally, it describes the significance of these documents in defining the company's structure, powers, and the rights of its members.

1. Company Formation
Stages
Kunal Upadhyay

2. Kunal B. Upadhyay

3. FORMATION STAGES
• Promotion
• Incorporation
• Capital subscription
• Trading certificate
Kunal B. Upadhyay

4. PROMOTION
• Discovery of Idea
• Investigation
• Verification
• Financing
• Assembling
• Presentation of the plan
Kunal B. Upadhyay

5. FUNCTION OF PROMOTERS
• Conception of business idea
• Preliminary contracts
– Location, building, machinery
• Statutory Requirements
– Getting approval, financial plans,
directors name, prospectus, bank
• Lawful purpose
– It must consist of a particular number
of persons and be association for
lawful purpose
• Name
Kunal B. Upadhyay

6. Types of Promoter
• Professional Promoters:
– Special agencies and promotions is their whole time
occupation
• Accidental Promoters:
– They promote their own firms as entrepreneurs
• Financial Promoters
– Provide finance to new firms
• Technical Promoters
– Ex. consultants
• Government
– State govt. as well as Central govt. promote the business
Kunal B. Upadhyay

7. INCORPORATION
• Filling Registration Form
– Memorandum of Association
– Article of Association
– Understanding from persons to act s directors
– Directors buy qualification shares
– Notice of the registered address of company
– Declaration that all formalities are complete
• payment of filling fee, stamp duty and
registration fee
Kunal B. Upadhyay

8. Cont…
• Nature of the company
• Selection & approval of name
• Preparation of Memorandum & Articles of
Associations
• Written consent
• Contract & Prospectus
• Filing documents with the registrar
• Subscribing the names
Kunal B. Upadhyay

9. CERTIFICATE OF INCORPORATION
I hereby certify that______ (name of company)._______
is this day incorporated under the companies act,1956.
Given under my hand at______(place) this______ (date)
______ day of the_______ (month) _______ two
thousand_________
seal
REGISTRAR OF. CO.
STATE___________
Kunal B. Upadhyay

10. CAPITAL SUBSCRIPTION
• First board meeting is conducted
• Prospects approved
• Application money are collected
• Method of allotment is finalized by B.O.D
• Allotment and letter are sent
• Share certificate are sent to share holders
Kunal B. Upadhyay

11. TRADING CERTIFICATE
• Following declaration are filed with the
register
– Declaration that minimum subscription amount is
received
– Declaration that directors have purchased
qualification share
– Declaration that all formalities for formation are
OVER
• Filing fee, stamp fee, and registration fee is
paid
• Trading certificate collected from registrarKunal B. Upadhyay

12. TRADING CERTIFICATE
I hereby certify that (name of company) Limited of
(Address and Place), which was incorporated under the
Indian Companies Act, 1956, on the ______(date of
incorporation)and which this day filed a statutory
declaration in the prescribed form that the conditions
of Sec.149 have been complied with, is entitled to
commence the business.
given under my hand at (place)
this (date) of (month) and (year)
seal
Registrar of companies
stateKunal B. Upadhyay

13. MEMORANDUM OF ASSOCIATION
• The memorandum of
association of a company is
its charter and defines the
limitations of the power of a
company.”
Kunal B. Upadhyay

14. FORM OF MEMORANDUM
TABEL A Prescribed Article of Association
TABLE B Prescribed for a company limited by
shares
TABLE C Prescribed for a company limited by
guarantee and not having shares capital
TABLE D Prescribed for a company limited by
guarantee and having share capital
TABLE E Prescribed for unlimited company
Kunal B. Upadhyay

15. PURPOSE OF MEMORANDUM
• Memorandum gives protection
to shareholders. It is a protection
for person who deals with
company
Kunal B. Upadhyay

16. CONTENT OF MEMORANDUM
• Name Clause - “private” or “Public
Limited”
• Situation Clause - Head office address
• Object Clause - The purposes of the
company
• Liability Clause - Liability of the members
• Capital Clause - Authorized capital, equity
shares & preference shares
• Association Clause – Numbers of the
members
Kunal B. Upadhyay

17. ALTRATION OF MEMORANDUM
• Name clause – conversation from private to
public & Public to private
• Registered office
– From one place to another place in same town
– From one town to another town in same state
– From one state to another state
Kunal B. Upadhyay

18. Cont…
• Objective clause
– To carry on its business more efficiency
– For new innovation
– To enlarge or change its local area or operation
• Liability clause
– To increase authorized capital
– Divide share into stock
– To cancel those unissued shares so as to reduce its
capital
Kunal B. Upadhyay

19. ARTICLES OF ASSOCIATION
• ” The Articles of Association is a document
regulating the rights of members of the
company among themselves, and the manner
in which the business of the company shall be
conducted.”
Kunal B. Upadhyay

20. CONTENTS OF ARTICLES
• Rules regarding allotment of shares.
• Fixation of minimum subscription.
• Dividends and reserves.
• Rules regarding the call on shares.
• Accounts and audit.
• Rights, duties and liabilities of directors.
• Common seal.
Kunal B. Upadhyay

21. Kunal B. Upadhyay