How To Register A Company In India?

A private limited company (PLC) is a separate legal entity held by a group of people. It is registered with the Ministry of Corporate Affairs (MCA) in India. How To Register A Company In India? Benefits of registering a company include independent existence, ease in raising funds for company growth, and limited liability for owners. Keeping the above in mind, new-edge entrepreneurs prefer a PLC structure.

Types of Private Limited Companies

Company Limited by shares:

When shareholders are liable to pay only their share of capital in the company, this is known as a company registration online. It is suitable for all types of businesses, such as manufacturing, trading, and service providers, and hence it is the most preferred type of PLC.

Company Limited by Guarantee:

When the members are not liable for any amount higher than the amount undertaken as the guarantee is the company limited by guarantee. Further, the members are only called at the time of winding up of the company. It is suitable for clubs, trade associations, and societies that require very minimal capital.

Unlimited Company:                           

The members have unlimited liability, hence, they are liable for the debts that occur during the insolvency and winding up of the company. It is suitable for businesses that do not want limitation on the minimum capital required and want to carry out business easily.

Registration Process of the company

Step 1: Applying for Digital Signature Certificate (DSC)

The first step is to acquire DSC to submit the electronic documents securely. The requisites include the directors’ and shareholders’ names, address proof, copies of passports, identity proof, and passport-size photographs. DSC acquires from Controller of Certification Agencies (CCA). The minimum validity is for 1 year. However, one can extend the validity for 2 years.

Step 2: Applying for Name Reservation (SPICe+Part A)

Form SPICe+Part A reserves the unique name of the new company. Before filing the form, one needs to check on the MCA portal for name availability. This form includes information such as types of companies, objects, and the main division of industrial activity. Using this form, 2 names can be submitted for the prospective companies.

It takes a minimum of 2-3 business days to get the approval of SPICe+Part A by MCA. In case of an issue with proposed names, one gets another chance for the new name submission. After approval of SPICe+Part A, SPICe+Part B will be available for filing.

Step3: Filing Details for the Proposed Company (SPICe+Part B)

After the approval of the name, the SPICe+Part B form will be available to file. Below is the information that needs to be filed:

• Capital details
• Registered office address
• Subscribers’ and Directors details
• Selection of state or union territory for Stamp duty calculation
• Apply for PAN (Permanent Account Number) and TAN (Tax Account Number)
• Attachment of necessary documents in a legible format
• Declaration and certificate by practicing professionals like CA, CS, or CMA.

Step 4: Drafting and Filing of Incorporation Form

SPICe+MOA (Memorandum of Association): It outlines a few important clauses for a company such as company name, registered office address, the main objective of the company, liability of the member, share capital, and declaration by subscribers. The document needs to be verified and signed before a professional. Due to digitization, the subscribers and professionals are supposed to affix DSC to submit with MCA for approval.

SPICe+AOA (Articles of Association): It specifies the legal name of the company, official address, equity capital, organization activities, financial and managerial actions, and shareholder’s meeting. It is a subsidiary document for MOA. It defines the roles, duties, and powers of the management to grow the organization. Same as MOA, members and practicing professionals will have to affix their DSC before submitting it to MCA for approval.

Agile Pros: This form specifies the GST registration number, and credentials for EPFO (Employees Provident Fund Organization) and ESIC (Employee State Insurance Corporation). The form also includes a list of banks to select for opening a current account along with Shop and establishment registration, if applicable. After filing the above forms, auto-generated Form INC-9 needs to be filed. It’s a declaration of subscribers and directors.

Once the above process is completed, the challan is paid with Stamp duty and government fees. If there are no issues, MCA grants the Certificate of Incorporation (COI). This certificate carries the Company Identification Number (CIN), PAN & TAN along with the registered address of the Pvt Ltd company. COI is the proof of the company’s existence.

Document Checklist

Here is the list of documents for directors/shareholders of Company registration in India:

For Indian Nationals

• Self-Attested PAN card copies of all the Directors and members
• Passport size photograph
• Copy of Aadhar Card
• Self- Attested Proof of Identity of Directors and members (Voter ID/Passport/Driving License)
• Self – Attested Address proof which should be in the name of the Director or shareholder (Mobile Bill/Telephone Bill/Electricity Bill/Latest Bank Account Statement showing name & address along with the last page of transaction with recent activities)

For Foreign Nationals

In the case of a foreign director/shareholder, all the documents should be notarized and apostilled.

• Passport size photograph
• Foreign national subscribers need to provide a passport as nationality proof
• Address proof, Driving License/Bank Statement/utility bill not older than 2 months

Documents for Registered Office

• Business address proof (Electricity Bill/Telephone Bill/Water Bill/Gas Bill) should not be older than 2 months
• Copy of Rent Agreement (in case of rented property)
• No objection Certificate from the owner of the Property

Advantages of Registering Private Limited Company

Some of the benefits of opening a PLC in India:

Easy Fund Raising: The company registration process is credible which makes fundraising or borrowing from external sources easy. It itself offers ways to raise funds by private equity, ESOP (Employee stock ownership plan), etc.

Separate Legal Existence: After the company registration, owners and managers have a separate identities. The company opens a bank account with its own name to carry the transactions, own assets, and enter into a contract with parties. In the case of the defaulter, the company can sue the rights of its parties.

Owner’s Limited Liability: In case of financial distress, the owner of the company is not responsible to bear any loss. Their liability is limited to capital subscribed and paid by them.

Management and Ownership Separation: Management and ownership have separate entities. Hence, managers are responsible to focus on their potential work. The shareholders are responsible to operate and run the company without losing voting control.