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The Ministry of Corporate Affairs, Government of
India is the main body that regulates the
Company Registration In India process.
Company Registration in India is
governed by the Companies Act 1956. The companies
act sets down rules and regulations for the
establishment of both public and private companies
in India. Many provisions of the companies act are
not applicable to the private limited companies.
Private limited companies are best suited to foreign
entities who want to set up their operations in
India with their own money and less partners and are
not planning for public issue.
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The following types of business entities are
available in India:
• Private limited company
• Public limited company
• Unlimited company
• Partnership
• Sole proprietorship |
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In addition to the above legal entities, the
following entities are also available for foreign
investors or foreign companies doing business in
India:
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• Branch office
• Liaison office
• Project office
• Joint ventures |
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The choice of entity depends upon circumstances of
each case. As a recent development in Company
Incorporation in India procedures, various forms and
applications under Companies Act 1956, and the
Rules and Regulations are being facilitated through
e-filing which is projected by Ministry of Company
Affairs.
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| Company Registration in major
cities in India |
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| Bombay (Mumbai) |
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| Select the Name of your company |
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Your name is your first communication so the first
step for registering your company is to select a
Business name. The name you select should reflect
your business and should satisfy the guidelines of
the Ministry of Corporate Affairs, Government of
India. The Authorized capital of your company always
depends on the inclusion of certain keywords in the
name of the company.
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| Select the type of company you wish to start |
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a) Private limited company:
A company formed by minimum two members as shareholders
is a private company. |
Its features are:
• Name ends with words “Pvt ltd”
• Minimum paid up capital INR 100000.
• Maximum number of members limited to 50.
• Restrictions on the transfer of shares.
• Prohibits invitation to the public to subscribe
shares.
• Prohibits acceptance of deposits from the public. |
b) Public limited company:
A company which is not a private company. The minimum
number of members or shareholders required for
registration is 7 and 3 respectively. There is no
restriction on maximum number of members, transfer of
shares, acceptance of deposits subject to the compliance
of the Companies Act. |
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| Select the State in which you want to
register your company |
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Most people select Home state for
registration. A registered company can operate in any
state. No special registration formalities are required
for doing business. The only additional requirement
would be to get the local VAT registration. |
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| Select the right object of your business and
the capital investment |
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The object of your business should be in relation to
the name you have selected. Do not select different
objects for your business at a time. Details of the
object should be clear.
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| The minimum capital requirement
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The minimum capital requirement for private company
registration in India is INR 100000 and INR 500000
for a public limited company. The registration fees
depends upon the amount of capital investment.
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| To Furnish the details of company Directors |
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A company is managed by Directors appointed by
Shareholders. A Director need not be a shareholder
of the company. The only qualification required for
a Director is to have an approved DIN number, issued
by the Ministry of Corporate Affairs. The minimum
number of Directors for a private company is Two and
public limited company is Three.
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| Finally you need to give the details of your
company promoters |
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The minimum number of promoters required for
registering a Pvt ltd co is Two and Pub ltd co is
Seven. Promoters can be individuals, companies
registered in India, companies registered outside
India. The documents that the promoters of your
company will subscribe are Memorandum of Association
and Articles of Association.
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| Company Registration in India |
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The last step to complete the Company Registration
in India process is filing documents with the
Ministry of Corporate Affairs and signed with the
digital signature certificate issued by an approved
certifying authority in India.
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| Delhi |
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If you are running a business and yet not registered
with Delhi government, then you need to register it
or else some other entrepreneur will use your
company name. On registering your company with Delhi
government, your company name will not be used by
anybody else. Business set up in India
has been liberalized over the years, still it
requires new company formation in India
approval, legal compliance and registration with
concerned authorities. Business set up in
India involves various steps, however
broadly classified in to Three:
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| Approval for Investments |
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Today setting up business and making Investments in
India generally do not require any approval except
in some cases that require approval from the
Foreign Investment Promotion Board (FIPB)
or the Reserve Bank of India(RBI) as the case may
be.
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| Company Incorporation in India: Business set
up in India |
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Company Incorporation in India: Business set up in
India through limited liability company involves
registration with the Registrar of Companies under
the Companies Act 1956.
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| Registration with various authorities |
| Business set up in India to be functional require to
register with various Tax, Labor and other authorities. |
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| Bangalore |
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| A Foreign company planning for Business set
up in India has the following options: |
• As an incorporated entity under the companies act
• As an un incorporated entity through liaison office,
Branch office of a foreign company.
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A Foreign company may open a liaison office in India
to promote its business interest and explore further
opportunities and act as a communication channel
between itself and various Indian companies. A
Liaison office could be established with the
approval of Reserve Bank of India. Permission for
such offices is initially granted for a period of 3
years and may be extended from time to time. Foreign
companies engaged in manufacturing and trading
activities abroad are allowed to set up Branch
offices in India with the approval of RBI and may
remit outside India profit of the branch , subject
to the RBI guidelines after the payment of
applicable Indian taxes. Applications for setting up
these offices may be submitted to Chief General
Manager, Exchange Control Department(Foreign
Investment Division) RBI, Central office, Mumbai.
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| Calcutta |
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| New Company Formation in Calcutta requires to follow
the following steps: |
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To check whether the name is
acceptable or available using the Website of the
Ministry of Corporate Affairs. For any clarification or
doubt the office of the Registrar of Companies of West
Bengal can be visited. While filing Form 1A it should be
ensured that:
The details are filled correctly as no change is
entertained in the form once filled.
Guidelines issued by the Ministry of Corporate Affairs
for name availability are complied with.
As per the provisions of the Emblems and Names Act 1950,
use of improper names is prohibited. |
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Engross memorandum of Association and Articles of
Association according to West Bengal Stamp Act. The
procedure in West Bengal is that the Memorandum and
Articles is drafted stamping with special adhesive
stamps affixed on Memorandum of Association and
Articles of Association. The application should be
accompanied by Two blank copies of Memorandum of
Association and Articles of Association and payment
receipt. Ensure that the copies submitted to the
Superintendent of Stamps for stamping are unsigned
and no promoter has written anything on it.
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Present the required documents along
with the registration fees to the Registrar of time of
Incorporation:
Form 1 (Declaration of Compliance)
Form 18(Notice of situation of Registered office)
Form 32 (in duplicate)(Details of Directors)
Power of Attorney to be given in favor of one of the
promoter or company secretary. The fees paid to the
Registrar are scaled according to the amount of share
capital as stated in the Memorandum of Association. |
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| Obtaining the company’s seal from a vendor dealing
in seals and stamps. |
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Visit the UTI investors services limited to obtain a
Permanent Account Number (PAN) by making an
application in Form 49 A on or before 31st May of
the relevant assessment year and filing with the UTI
investors services Limited in Calcutta. The PAN is
generally allotted within 15 to 30 days from the
date of filing the application.
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Obtain a Tax Account Number(TAN):The company’s
application for the allotment of TAN should be
filled in Form49B and submitted at any of the Tax
Information Network facilitation centers. The
application for TAN should be accompanied with a
copy of Memorandum of association, Articles of
association, List if directors and Board resolution
in favor of any director authorizing him to apply
for the TAN.
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Register for sales tax before the sales tax
officer: Every dealer shall apply for registration
under the West Bengal Sales Tax Act, 1994 within the
period of two months from the date which he is first
liable to pay tax. Along with this application
following documents are to be enclosed:
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• Latest rent receipt(if premise is on lease)
• Proof of legal and physical possession of business
premises.
• A copy each of certificate of incorporation
Memorandum, Articles.
• A self attested copy of the PAN of the company.
• A certified true copy of the Board resolution
• Declaration in prescribed forms. |
