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Private Limited Company

Private Limited Company is the most popular corporate entity that is registered extensively in India. It is governed by the MCA (Ministry of Corporate Affairs) and regulated by the Companies Act, 2013 and the Companies Incorporation Rules, 2014.

Easy Transferability

As the ownership of a company is represented by shares, the ownership of a company can be transferred to any other legal entity or person in India or abroad easily – in part or whole. The directors can also be replaced to ensure business continuity.

Limited Liability

A private limited company provides limited liability protection to its shareholders. In case of any unforeseen liabilities, it would be limited to the company and not impact the shareholders.

Funding

A company can raise equity capital from persons or entities interested in becoming a shareholder. Entrepreneurs can raise money from angel investors, venture capital firms, private equity firms and hedge funds.

Separate Legal Entity

A private limited company is recognized as a separate entity legally with perpetual existence. It can have a PAN number, bank accounts, licenses, approvals, contracts, assets and liabilities in its unique name.

Documents required

Documents are of utmost importance in the process.In addition to the identity proof, the directors must submit residence proof that is less than three months old.

Companies registered in India must mandatorily maintain a registered office. In case of leased property, the copy of lease deed for the registered office premises along with a NOC from the landlord and EB bill/property tax receipt/water bill copy of the registered office property. In case of property owned by self, copy of the sale deed along with the EB bill/property tax receipt/water bill is required.

In case one of the shareholders or subscribers to the MOA and AOA is a corporate entity (Company, LLP, etc.,) then the certificate of incorporation must be attached along with the resolution passed by the entity to subscribe to the shares of the company under incorporation.

Document submission

Identify the 2 directors and submit their documents as given to the below.

  • Identity Proof- PAN (Indian Nationals ) or Passport (Foreign nationals)
  • Proof of Address- Passport / Drivers License / Election ID / Ration Card / Aadhar ID
  • Proof of residence- Bank Statement / Electricity Bill / Phone Bill

Name Approval

The proposed name is applied and obtained from the Ministry of Corporate Affairs. Upto 2 names can be provided. In case of rejection of both names, an opportunity is provided for re-submission of the form with 2 more names.

Digital Signature

Digital signatures must be obtained for the proposed directors of the company. Digital signature is required for signing of the incorporation application. However, digital signature is not required for obtaining the name approval.

SPICe+ form application

On obtaining the digital signature, the incorporation application can be submitted in the SPICe form with the MCA. There is no requirement for obtaining the RUN name approval for submission of SPICe Form.

Company Incorporation

Company is incorporated along with the incorporation certificate, PAN and TAN within 2-3 business days.

Statutory Auditor appointment

30 days of Incorporation

The board of directors must appoint a practising Chartered Accountant within 30 days of incorporation.

Commencement of Business

180 days of Incorporation

The capital mentioned in the MOA [Memorandum of Association] must be deposited in a bank and commencement certificate must be obtained from MCA.

Income Tax Filing

30th September

Companies registered in India must file income tax return each year in Form ITR-6.

Annual Return

31st October

Companies registered in India must file MCA annual return each year in forms AOC-4 and MGT-7.

DIN KYC

30th April

The DIN KYC procedure must be completed each year for the directors of the company.

Document submission

Entrepreneurs in the process of beginning a company registration are interested in knowing about the list of documents required for the process. In this article, we provide details and descriptions of the documents required for company registration.

Directors: Indian Nationals

PAN Card: PAN Card copy of the proposed Directors of the Company will be required for Company Registration. PAN or Permanent Account Number is a unique identification number issued by the Department of Income Tax in India. It is mandatory for Directors who are Indian Nationals to submit PAN during the incorporation process.

Address Proof:In addition to the PAN Card copy, the proposed Director must submit an address proof. The address proof submitted must have the name of the Director as mentioned in the PAN Card and the most current address of the Director. Further, the document must also not be older than 2 months. The following documents are acceptable address proof for Indian Nationals.

  • Passport
  • Election Card or Voter Identity Card
  • Ration Card
  • Driving License
  • Electricity Bill
  • Telephone Bill
  • Aadhaar Card

Residential Proof: In addition to the address proof, a residential proof must be submitted during the incorporation of the Company to validate the current address of the Director. As applicable for address proof, the residential proof must also contain the name of the Director as mentioned in the PAN Card and must not be older than two months. The following documents are acceptable residential proof:

    • Bank Statement
    • Electricity Bill
    • Telephone Bill
    • Mobile Bill

Director: Foreign Nationals

Passport: In case of Foreign Nationals, Passport is a mandatorily required as a proof of identity. The Passport must also be Notarized or Apostilled in the country it was issued. In case the document is in foreign language, then it must be translated by an official translator to English and notarized or apostilled. Further, if the Passport does not contain date of birth of the holder, then an additional document indicating the date of birth of the Director must be provided, duly certified or attested or notarized or apostilled.

Address Proof: In addition to the Notarized or Apostilled Passport copy, the proposed Director must submit an address proof which is also notarized or apostilled. The address proof submitted must have the name of the Director as mentioned in the Passport and the most current address of the Director. Further, the document must also not be older than 1 year for foreign nationals. The following documents are acceptable address proof for Foreign Nationals.

  • Driving License
  • Residence Card
  • Bank Statement
  • Government issued form of identity containing address.

In case the document is in a foreign language, then it must be translated by an official translator and notarized or apostilled.

Residential Proof: In addition to the address proof, a residential proof must be submitted during the incorporation of the Company to validate the current address of the Director. As applicable for address proof, the residential proof must also contain the name of the Director as mentioned in the Passport and must not be older than one year. The following documents are acceptable residential proof:

  • Bank Statement
  • Electricity Bill
  • Telephone Bill
  • Mobile Bill

In case the document is in a foreign language, then it must be translated by an official translator and notarized or apostilled.

Registered Office Proof

In addition to providing identity, address and residential address for the Directors, proof must be provided to validate the registered office address of the Company. The following documents must be submitted as proof of registered office during the company registration process or within 30 days of incorporation of the company.

  • The registered document of the title of the premises of the registered office in the name of the company; OR
  • The notarized copy of lease / rent agreement in the name of the company along with a copy of rent paid receipt not older than one month;

In addition to the above, the following must also be provided as proof of registered office:

  • The authorization from the Landlord (Name mentioned in the Electricity Bill or Gas Bill or Water Bill or Property Tax Receipt or Sale Deed) to use the premises by the company as its registered office. This is usually referred to as NOC from Landlord; AND
  • Proof of evidence of any utility service like telephone, gas, electricity, etc. depicting the address of the premises in the name of the owner or document, which is not older than two months.

Shareholder: Indian National or Foreign National

The identity and address proof as detailed in the article must be submitted for all the shareholders of the Company (i.e., subscribers to the Memorandum of Association (MOA) and Articles of Association (AOA).

Shareholder: Corporate Entity or Artificial Judicial Person

In case one of the shareholder or subscriber to the MOA and AOA is a Corporate Entity (Company, LLP, etc.,), then Certificate of Incorporation of the Body Corporate must be attached along with the resolution passed by the Body Corporate to subscribe to the shares of the company under incorporation.

In addition to the above proofs and documents, a number of documents like INC-9, MOA, AOA would be drafted by a Professional. These legal documents made specifically for the incorporation must be signed and notarized by the promoters of the Company.

 

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