A privately held company or close corporation is a business company owned either by non-governmental organizations or by a relatively small number of shareholders or company members which does not offer or trade its company stock (shares) to the general public on the stock market exchanges, but rather the company’s stock is offered, owned and traded or exchanged privately.
PROCEDURE TO BE FOLLOWED FOR INCORPORATING A COMPANY WITH INDIAN PROMOTERS:
Steps to incorporate Company with Indian Promoters are as under:-
Step I Apply for Director Identification Number (“DIN”)
The concept of DIN has been implemented under MCA21 e-Governance. All those who are intending to be Directors are required to apply for allotment of DIN. As such, all Directors should immediately apply for DIN on-line, save the same and take a print-out of the form after the provisional DIN is generated, affix photograph on the hardcopy, signatures on page 2 of the form below the undertaking, attach certified copy of any one of the proofs of identity and address (which contain parent’s name and DOB) and then mail the same to the Central DIN Processing Desk at the given address. A fee of Rs. 100 is chargeable by MCA for this purpose. Applicant can apply for DIN through below link-
http://mca.gov.in/MCA21/dca/din/DIN.html
Step II Apply For Digital Signature Certificate (DSC)
A Digital Signature Certificate, like hand written signature, establishes the identity of the sender filing the documents through internet which sender can not revoke or deny. Accordingly, Digital Signature Certificate is a digital equivalent of a hand written signature which has an extra data attached electronically to any message or a document. Digital Signature also ensures that no alterations are made to the data once the document has been digitally signed. A DSC is normally valid for 1 or 2 years, after which it can be renewed.
There are various providers of Digital Signature-
MTNL, Ncode, TCS,etc.
Step III Name Availability Application
Subscribers or the Promoters have to file Form 1A giving the following information:
- Names, occupation, Addresses and PAN No. or Passport No. of promoters/ Applicants;
- Proposed name of the company;
- Importance of the first word of the proposed name. If it is relevant to a company, it will be easier to get name;
- Alternative or Optional names of the proposed company.;
- Type of company – Private or Public;
- Main Objects of the company in summarized form;
- Names of the proposed 1st directors – minimum 2 in the case of a private company;
- Addresses, dates of birth, father’s/husband’s names of the proposed directors;
- Name of the state in which the company will be registered ;
- Authorized Share Capital.
Following action will be initiated only after the approval of the desired name of the Company, by the ROC.
Step IV
After the name approval the following documents are required for incorporation of a Company:
- Final MOA and AOA of the Company.
- The Subscribers in their own handwriting have to give the following details in the subscribers’ sheet of the Memorandum and Articles of association of the company.
Name, Occupation, Father’s/husband’s name, Complete, Address, Number of Shares subscribed by each subscriber.
- Power of Attorney duly executed by the subscribers to authorize any person to make all such corrections, alteration, addition and deletion etc., as may be necessary in the Memorandum & Articles of Association of the company and all documents filed with the ROC in connection with the registration of the proposed Company and to attest the same on the behalf of the subscribers.
Step-V
Filing of Memorandum & Articles of Association and other documents with ROC
The final step towards incorporating a company involves the following:
- Filing of Form 1, with ROC furnishing details about the authorized and paid up capital, promoters and stamp duty on Form 1, MOA & AOA, along with the MOA & AOA and Power of attorney.
- Filing of Form 18, with ROC, furnishing details about the proposed registered office address.
- Filing of Form 32, with ROC, furnishing particulars about the proposed first directors of the company.
Registrar of Company will take some time to verify the details before issuing Certificate of Incorporation
