Establishing a Company

A Private limited company is a company which is held by few individuals privately having a separate legal entity. In this, the shareholders are not allowed to trade publicly the shares. It, however, restricts its number of shares to 50. Shareholders cannot sell their shares without the approval of the other shareholders. It is a company which however restricts the right of its members to transfer its shares and it also doesn’t send the invitation to the public for the subscription of its shares.

Generally, the main registration requirements that are required by a private limited company are :

Minimum of 2 Directors
Minimum of 2 Shareholders
The directors and the shareholders can thus be the same person
The Minimum Share Capital shall, however, be Rs.100,000 (INR One Lac)
The Application of the allotment Director Identification Number (DIN) for all the Directors
DSC (Digital Signature Certificate) is required for two Directors

However, despite these, there are also the other requirements that are to be followed while a private company is registered. These are as follows :

Director identification number or DIR 3

Director Identification Number (DIN) is a unique identification number which is however issued by the Ministry of Corporate Affairs (MCA), for an existing director or a person who is intending to become a director of a company. The documents that are required for it are:

In the case of Indian National:

  1. Identity Proof : Copy of the PAN
  2. Address Proof: Copy of the Passport or the Election/Voter ID or the Ration Card or any Driving license (address having pin code) or the Electricity/telephone (Utilities) bill or the AADHAAR Card.
  3. Passport Size Photograph (latest) : 1 photocopy or either a soft-copy in (.JPEG format)
  4. The Current Occupation
  5. *the Email Address of the Applicant
  6. *the Mobile/Cell Number
  7. *Educational qualification Number of the Applicant
  8. *The Verification to be signed by the Applicant.

In case of Foreign National :

  1. Identity Proof: Copy of the Passport (Mandatory)
  2. Address Proof: Address proof should however not be older than 1 year from the date of filing of the e-Form.
  3. Passport Size Photograph (latest): 1 photocopy or either a soft-copy (in .JPEG format)
  4. *The Current Occupation
  5. *The Email Address of the Applicant
  6. *The Mobile/Cell Number
  7. *Educational qualification
  8. *The Verification which is required to be signed by the Applicant.

The person incorporating a private company is also required to obtain a digital signature certificate for which the following documents are required:

Digital Signature Certificate application Form which is required to be duly signed by an applicant. An applicant is however also required to sign across the photo.
All the other documents are same as they are required for the DIR-3 Application
Secondly, the applicant is also required to search for the company name availability for which The Promoters are required to provide at least 6 names in the order of their preference/priority. The Promoters can, however, themselves search for the available names by visiting the MCA Website.
Thirdly, after drafting of the Main Object of the proposed company, the person is required to file e-Form INC-1 (Application for the reservation of name) with the Registrar of Companies for the name availability. The Applicant is however needed to give 6 proposed names in the preference/priority along with their meaning and the significance of each word.
Fourthly, he is required to draft the Memorandum of Association as well as the Article of Association.
Fifthly, he is filing the e-forms with the Registrar of Companies. For this purpose the documents that are required to be attached are :

The Following Forms are required to be filed/uploaded on the MCA Website.

  1. Form INC-7: For the application of Incorporation of the Company
    1. Mandatory attachments to e-form INC-7
    2. The Memorandum of Association
    3. The Articles of Association
    4. The Declaration by the Professional in INC-8
    5. An Affidavit from the subscriber to the Memorandum in the Form No.INC-9
    6. The Proof of the residential address which should however not be older than two months
    7. A Proof of identity
    8. A Verification of the signature of the subscribers i.e. Form No. INC-10, in case the company is however not having share capital.

  2. Form INC-22: For the Notice of the Situation or Change in Address of the registered office
    1. Attachments to e-form INC-22
    2. The Memorandum of Association
    3. Proof of the Registered Office address (Conveyance Deed / Lease Deed/Rent Agreement along with the rent receipts) etc.
    4. The Copies of the utility bills
    5. An NOC( No Objection Certificate) or the permission in order to use
    6. The Certification of the e-form INC-22 by CS/CA/ICWA (in Whole Time Practice)

  3. Form DIR-12: For providing of the information about the particulars of the appointment of the Directors of the company and Key Managerial Personnel
    1. A Letter of appointment
    2. A Declaration by the first director in Form INC-9
    3. A Declaration of the appointee director, managing director, in the Form No. DIR-2
    4. Sixthly, the applicant is required to do the Payment of the RoC Fees & the Stamp Duty”
    5. Seventhly he is supposed to do the Verification of the documents/forms by the RoC
    6. Lastly, Once all the Forms are however duly approved by the RoC, the digitally signed “Certificate of Incorporation” is emailed to the Directors.

Thus these are the other registration requirements that are to be followed during incorporation of private limited company.