Details of Incorporation of company

1. CERTIFICATE OF
INCORPORATION
Arun Verma ©
Assistant Professor of law
1

2. MINISTRY OF CORPORATE AFFAIRS - INDIA
• The Ministry of Corporate Affairs (MCA) is an Indian government ministry. The
Ministry is primarily concerned with administration of the Companies Act 2013,
the Companies Act 1956, the Limited Liability Partnership Act, 2008 & other allied
Acts and rules & regulations framed there-under mainly for regulating the
functioning of the corporate sector in accordance with law. It is responsible
mainly for regulation of Indian enterprises in Industrial and Services sector.
• India is the third largest country in the world in terms of purchasing power, the
seventh by geographic size and the second in terms of population (Census 2011).
• Thanks to continuing economic growth, the Indian market offers a great many
advantages for businesses that choose this country as an overseas investment,
principally the availability of a massive qualified workforce at a highly
competitive cost. At the same time, India is a fantastic base for entering the
South East Asian market.
2

3. REGISTRATION OF AN INDIAN COMPANY
• Incorporation is the legal process used to form a corporate entity or company. A
corporation is a separate legal entity from its owners, with its own rights and
obligations.
• Incorporating a company through Simplified Proforma for Incorporating Company
electronically (SPICe -INC-32), with eMoA (INC-33), eAOA (INC-34), is the default
option and most companies are required to be incorporated through SPICe only.
Incorporation through SPICe
1. Stakeholders can avail of 5 different services (Name Reservation, Allotment of
Director Identification number (DIN), Incorporation of New Company, Allotment of
PAN and Allotment of TAN) in one form by applying for Incorporation of a new
company through SPICe form (INC-32) - Simplified Proforma for Incorporating
Company electronically (SPICe) - with eMoA (INC-33), eAOA (INC-34). In case eMoA,
eAoA are not applicable, users are required to attach the pdf attachments of MoA
and AoA. There is no need for reserving a name separately before filing SPICe. One
name for the proposed company can be applied for in SPICe (INC-32).
2. Please note that a Section 8 company (Companies with Charitable Objects) can
also be incorporated using SPICe form but after reserving a name using INC-1
3

4. Incorporation through INC-7 in exceptional
cases
1. Apply for the name of a company to be registered by first filing Form INC-1.
2. After approval of name, depending upon the proposed company type, file the
incorporation forms listed below:
4
Sr.No. Type of Company eForm Linked Forms, as applicable
01 Section 8 company with less than 7 subscribers SPICe (INC-32) eMoA (INC-33), eAoA (INC-34)
02 Section 8 company with more than 7 subscribers INC-7 DIR-12, INC-22
03 Chapter XXI (Part I) company INC-7 DIR-12, INC-22, URC-1
04 Producer company INC-7 DIR-12, INC-22
05
New Company - Others (including OPC) with less than
7 subscribers
SPICe (INC-32) eMoA (INC-33), eAOA (INC-34)
06
New Company - Others (including OPC) with more
than 7 subscribers
INC-7 DIR-12, INC-22, URC-1

5. Register a Part I Company
• In order to register Part I Company, applicant is
required to file Form INC-1 for name availability,
first. After approval of the same, applicant is
required to file Form No. URC-1 along with filing
e forms INC-7, INC-22 and DIR-12 or e-forms INC-7
and DIR-12 as the case may be.
5

6. Register a Section 8 Company
• To register a section 8 company, applicant is required to
file Form INC-1 for name availability. Once the name is
approved, there is a further requirement of obtaining a
license for a Section 8 Company, for which Form INC-12 is
to be filed by such a company. After obtaining the
license number, applicant can proceed further to
incorporate a company by filing e forms SPICe or INC-7
(in case number of subscribers are more than seven)
along with linked forms as the case may be.
6

7. How Foreign companies establish a place of
business in India?
• Any foreign company can establish its place of business
in India by filing eForm FC-1 (Information to be filed by
foreign company).Note: The eForm needs to be digitally
signed by authorized representative of the foreign
company. There is no need to apply and obtain DIN for
Directors of a foreign company. However, it is mandatory
to register the DSC of the authorized representative of
the foreign company via associate DSC service available
at MCA portal.
7

8. Business Incorporation, Administration and
Management
Investors and High Net Worth Individuals can be affected by tax, legislative
and regulatory developments throughout the world. Consequently, they
establish suitable vehicles to adapt to such changes and developments and
thus manage their operations and wealth efficiently. Formation / registration of
other business entities including branches and partnerships
• Provision of registered office address
• Provision of nominee shareholders
• Provision of local directors and company secretary
• Corporate administration and secretarial services
• Implementing all the necessary procedures to enable the client becoming
operational
8

9. 9

10. 10

11. 11