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Company Registration in Calicut

Startup Registration Simplified

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Fast Track Company Registration

The corporate affairs ministry have notified an integrated company incorporation form (INC-29) to make compliance and reporting easier and convenient for corporate.

INC-29 is an integrated incorporation Form and will provide applicants a facility to avail of the following services through a single e-form.

  1.  Allotment of Director Identification No. (DIN) (Max. 3 Directors)
  2. Name of a Company; and
  3. Incorporation of Company.

eForm INC-29 deals with the single application for reservation of name, incorporation of a new company and/or application for allotment of DIN. This eForm is accompanied by supporting documents including details of Directors & subscribers, MoA and AoA etc. Once the eForm is processed and found complete, company would register and CIN would be allocated. Also DINs gets issued to the proposed Directors who do not have a valid DIN. Maximum three Directors are allowed for using this integrated form for allotment of DIN while incorporating a company.

Key Features

  1. The integrated e-Form INC-29 is available with effect from 01.05.2015 for One Person Company, Private Company, Public Company and Producer Company.
  2. INC-29 does away with filing of multiple applications/forms saving time and payable fees. It combines the processes relating to:-
  1. Allotment of Director Identification Number (DIN) (up to three Directors),
  2. Incorporation of a company, and
  3. Appointment of first Directors of the company.
  1. The new e-Form does away with the need for reserving a name for the company prior to applying for its incorporation.
  2. Declarations are in-built in the e-Form. Separate attachments containing such declarations are not required.
  3. The e-Form is enabled for future integration with e-Biz platform of DIPP for generating applications for PAN, ESIC and EPFO numbers on the platform and therefore provide a single interface for these applications also.

PROCEDURE FOR INCORPORATION OF COMPANY THROUGH INC-29

The following procedural steps are required to be taken by the promoters for the incorporation of a company through integrated Eform INC 29:

(1) Acquire Digital Signature Certificate (DSC)

The Information Technology Act, 2000 provides for use of Digital Signatures on the documents submitted in electronic form in order to ensure the security and authenticity of the documents filed electronically. This is the only secure and authentic way that a document can be submitted electronically. As such, all filings done by the companies under MCA21 e-Governance programme are required to be filed with the use of Digital Signatures by the person authorised to sign the documents.

Acquire DSC - A licensed Certifying Authority (CA) issues the digital signature. Certifying Authority (CA) means a person who has been granted a license to issue a digital signature certificate under Section 24 of the Indian Information Technology Act, 2000.

Anyone of the applicant must acquire a DSC.

 (2) Obtain Director Identification Number (DIN) for any one of the Director

It is important to note that any one of the proposed directors must have “Director’s Identification Number (DIN)”. If nobody has a DIN, any one of the directors must obtain the same before incorporation of the company. This can be obtained by making an application on the MCA portal in Form DIR - 3.

All other Directors DIN can be applied and get approved at the time of incorporation through integrated Eform INC 29.

(3) Proposing the name of the Company

Promoters may propose one name for the proposed company and secure the name availability by surfing the name availability link available at the MCA port        company service. The name applied shall not resemble with the name and trade mark of any existing entity, if it resembles following documents have to be attached

 (i) Copy of Board resolution of the existing company or foreign holding company as a proof of no objection

(ii) Copy of direction from Central Government, if name is changed due to direction received from the Central Government

(iii) Trademark or authorisation to use trade mark, if the name of the company is based on trade mark or application for deed of assignment or a copy of application of registered trademark.

(iv) In case the proposed name contains such word or expression for which the approval of Central Government is required, a copy of Central Government’s approval.

(v) Proof of relation.

(vi) In principal approval from the concerned regulator wherever is applicable.

(vii) NOC from sole proprietor/ partners/ other associates.

(viii) NOC from existing company,

(ix) Copy of affidavit in case of proposed name includes phrase ‘Electoral Trust’

(x) Resolution of unregistered companies in case of Chapter XXI (Part I) companies,

(xi) Order of competent authority.

(xii) NOC as required in Rule 8(4)

(4) Drafting and Printing of Memorandum and Articles of Association

After ascertaining name availability from the Registrar of Companies steps should be taken to get the memorandum and articles of association for the proposed company drafted and printed. The memorandum of a company limited by shares shall be in Tables – A in Schedule – I of the Companies Act, 2013.

A public company limited by shares may adopt all or any of the regulations contained in model articles of association registered along with its memorandum of association.

The model articles of a company shall be in Tables – F in Schedule – I of the Companies Act, 2013 as may be applicable to the company. A company may adopt all or any of the regulations contained in the model articles applicable to such company.

The memorandum and articles shall be in conformity with the provisions of Section 4 and 5 of the Companies Act 2013.

If the promoters plan to get the securities of the proposed company listed with one or more designated stock exchanges, it is advisable to send the draft of the memorandum and articles of association to those stock exchanges for their scrutiny and suggestion to the effect whether they would like to have certain articles incorporated therein in compliance with the provisions of the Listing Agreements of the stock exchanges.

(5) Signing of Memorandum and Articles

Memorandum and articles of association of the company shall be signed by each subscriber to the memorandum, who shall add his name, address, description and occupation, if any, in the presence of at least one witness who shall attest the signature and shall likewise sign and add his name, address, description and occupation, if any.

The witness shall state that “I witness to subscriber/subscriber(s) who has/have subscribed and signed in my presence (date and place to be given). Further I have verified his/their ID for their identification and satisfied myself of his/her/their identification particulars as filled in.”

(7) Filing of Documents and Forms for Registration

According to Section 7 of the Companies Act, 2013 all document related to incorporation shall be filed be before the registrar, in whose jurisdiction registered office of a company is proposed to be situated. A Registrar may have jurisdiction over several states or only a part of a state. Following documents are to be submitted:

(a) The Memorandum and Articles of the company duly signed by all subscribers;

(b) A declaration (INC 8) by –

a. an advocate or Practicing professional (CA, CS, CA) who is engaged in incorporation, and

b. a person named in director as Director, Manager or Secretary,

That all requirements related to incorporation has been complied with; in 25 rupee stamp paper.

(c) an affidavit (INC 9) from each subscriber and from each person named as first director in the articles that;

a. he is not convicted if any offence in connection with promotion, formation or management of any company,

b. he is not been found guilty of any fraud or misfeasance or of any breach of duty to any company during preceding five years, and

c. all the documents filed with the Registrar contain correct, complete and true information to the best of his knowledge and belief;

(d) the address for correspondence till its registered office is established;

(e) the particulars of every subscribers along with proof of identity;

(f) the Particulars of first directors along with proof of identity;

(g) PAN card copy of all the subscribers and Directors of the proposed Company.

(h) Residential Address Proof (Bank Statement/ Telephone Bill) of all the Subscribers and Directors.

(i) the particulars of interests of first directors in other firms or bodies corporate along with their consent to act as directors (DIR 2).