In India, companies are broadly classified as private limited companies and public limited companies. The general characteristics of the two are as follows:
At least one director should be resident in India (stayed in India for at least 182 days in the previous year). Maximum of 15 directors can be appointed in a company. More than 15 can be appointed by passing special resolution.
Under section 5(3), provision for entrenchment of articles has been provided. The articles of the company may contain provisions for entrenchment to the effect that specified provisions of the articles may be altered only if conditions or procedures as that are more restrictive than those applicable in the case of a special resolution are met or complied with.
The previous Act provided for division of object clause into main object and other objects, However, the new Act makes it mandatory to state the objects and any other matter considered necessary in furtherance.
The proposed Directors should possess a Director Identification Number (DIN) which is mandatory for becoming a director in the company. If not then an application must be made to Registrar of Companies (RoC) for DIN. For applying for DIN it is necessary that the proposed Directors possess digital Signatures.
At least one of the proposed directors should possess a digital Signature so as to sign the relevant forms.
An application has to be made to the Registrar of Companies (RoC) for reservation of name of the proposed company. The name for the Company can be reserved in two ways:
If not sure about the Unique Name- Apply through RUN (Reserve Unique Name) Web Form for Rs 1000 per form giving one name. The name will be checked by MCA and the availability of name will be communicated. Two resubmission are allowed in this system.
An approved name is valid for a period of:
b) If you are sure the name you are choosing is Unique by searching on MCA Name search, you can directly move ahead with the filing of Spice Form INC-32 i.e. Simplified Proforma for Incorporating Company Electronically. In that form itself you can give the proposed name of the Company. You need to apply for DIN through that form by mentioning details like PAN or Passport Detail. On incorporation of the company DIN will be allotted to those directors who don’t have DIN. Form DIR 3 is now applicable only for existing companies who want to add new director.
Following forms are required to be filed on MCA Website for Incorporation of a Company:
NC 33 - eMemorandum of Association (SPICe MoA) and INC 34- eArticles of Association (SPICe AoA)
Form DIR 2- Consent to act as a director.
INC 9- Declaration by directors that they are not convicted of any offence.
INC 10- Form for verifying the signatures of the applicants.
MBP 1- Notice of Interest by Director.
Declaration of Deposit