Company Registration Procedure :
Registration Requirements in detail :
Procedure 1 :-- Present application to the Registrar of Companies (ROC) for availability of company name
Time to complete :-- 4 days
Comment :-- To check whether the name is acceptable or available, the entrepreneur can use the website of the Ministry of Company Affairs (“MCA”) –http://www.mca.gov.in/.
For any clarification or doubt the office of the Registrar of Companies (‘ROC’), Andhra Pradesh , can be visited .
After the name has been finalized, six names in order of preference can be inserted in the prescribed Form 1-A for making the application to the agency notified by the MCA for seeking availability of desired name. The said Form 1A is thereafter forwarded to the office of RoC for further processing
While filing Form 1A it should be ensured that:
- The details are filled in correctly as no change is entertained in the Form once the Form is filed.
- Guideline Instructions issued by the Department of Company Affairs for deciding the availability of name for the formation of a Company are compiled with.
- As per the provisions of the Emblems and Names (Prevention of Improper Use) Act, 1950, use of improper names is prohibited.
The status of application filed can be ascertained from the MCA’s website.
The Ministry of Company Affairs has laid down guidelines as regards the use of key words in a company’s name. In order to have a key word as part of the company’s name, the following minimum authorized share capital requirements have to be fulfilled: -
SI. No. Key Words. Required Authorized Capital.
1. Corporation INR 50,000,000/-
2. International. Globe, Universal, Continental, Inter-Continental, Asiatic, Asia, being the first word of the name Rs. 10,000,000/-
3. If any of the words at (2) above is used within the name (with or without brackets) Rs. 5,000,000/-
4. Hindustan, India, Bharat, being the first word of the name Rs. 5,000,000/-
5. If any of the words at (4) above is used within the name (with or without brackets) Rs. 500,000/-
6. Industries/Udyog Rs. 10,000,000/-
7. Enterprise, Product, Business, Manufacturing Rs. 1,000,000/-
Procedure 2 :-- Engross Memorandum and Articles of Association according to the Andhra Pradesh Stamp Act
Time to complete :-- 2 days
Comment :--The Memorandum and Articles of Association is drafted on plain paper and then presented to the Officer of Stamps for stamping. Special adhesive stamps are affixed on the MOA and AOA.
The application should be accompanied necessarily by the following:
(i) Two Blank Copies of the Memorandum of Association and Articles of Association.
(ii) Payment receipt.
Ensure that the copies submitted to the Superintendent of Stamps for stamping are unsigned and no promoter or subscriber has written anything on it by hand. The Superintendent returns the copies one of which is duly stamped, signed and engrossed evidencing the payment of the requisite stamp duty.
The rate of Stamp duty varies among States.
Procedure 3 :-- Present the required documents along with the registration fee to the Registrar of Companies to get the certificate of incorporation
Time to complete :-- 8 days
Comment :-- The print out of the Memorandum and Articles of Association of the Company on the non judicial stamp paper are to be signed by at least two subscribers, each of whom shall also write in his own hand, his fathers name, occupation, address and the number of shares subscribed for. There will at least be one witness to these signatures, who shall also sign and write in his own hand, his fathers name, occupation and address. Get the following documents prepared:
- Form 1 (Declaration of Compliance) - This is to be given by an advocate of the Supreme Court or of a High Court or a Secretary or a Chartered Accountant, in whole time practice in India who is engaged in the formation of a Company or by a person named in the Articles of the company as a director, manager, or secretary of the company that all the requirements of the Companies Act, 1956. This declaration should be on the non judicial stamp paper Rs. 10/- of the appropriate value with reference to the State in which the office of the Registrar of Companies situate.
- From- 18 (Notice of situation of the registered office)-This form is to be signed by the First Director of the Company named in the Articles and must be lodged with the Registrar together with the Memorandum and Articles of Association at the time of lodgment for the incorporation of the proposed company
- Form 32 (in duplicate) (Particulars of Directors )
- Power of Attorney (on Non-judicial stamp paper Rs. 100/- ) to be given in favor of one of the promoter/subscriber or chartered accountant or company secretary or an advocate for fulfilling various formalities at Registrars' office for incorporation of a company.
schedule is as follows :
For registration of a company whose nominal share capital does not exceed Rs.100,000: Rs. 4,000.
For registration of a company whose nominal share capital exceeds Rs.100,000, the above fee of Rs.4,000 with the following additional fees regulated according to the amount of nominal capital:-
(a) Rs. 300 for every Rs.10,000 of nominal share capital or part of Rs.10,000 after the first Rs.1,00,000 up to Rs.5,00,000;
(b) Rs. 200 for every Rs.10,000 of nominal share capital or part of Rs.10,000 after the first Rs.5,00,000 up to Rs.50,00,000;
(c) Rs. 100 for every Rs.10,000 of nominal share capital or part of Rs.10,000 after the first Rs.50,00,000 up to Rs.1 crore;
(d) Rs. 50 for every Rs.10,000 of nominal share capital or part of Rs.10,000 after the first Rs.1 crore.
The above stated fees are required to be paid in the office of the ROC by way of a Demand Draft/ Treasury Challan.
The DD has to be drawn in favor of either the office of the concerned ROC or in favor of the Pay and Accounts Officer, Department of Company Affairs.
Schedule of RoC filing fees for the Articles and for the other forms l, 18 and 32:
- Rs. 200 In respect of a company having a nominal share capital of Rs. 100,000 or more but less than Rs. 500,000;
- Rs. 300 In respect of a company having a nominal share capital of Rs. 500,000 or more but less than Rs. 2,500,000;
- Rs. 500 In respect of a company having a nominal share capital of Rs. 2,500,000 or more.
Although the process of electronic filing has begun to take place, as of April 2006, the person incorporating has two choices. He or she can either file the company documents in the traditional manner, or can prepare a soft copy of all forms (which are now available online), save them in a floppy or CD, and take it to the registry where it is uploaded to the new system and filed. Once the electronic system is fully implemented, the goal is that an entrepreneur will be able to incorporate the company from any computer. All documents for company incorporation will be available for electronic filing subject to the condition that the person has obtained a Digital Signature Certificate. To obtain a Digital Signature Certificate an application is required to be submitted with the agencies, which are notified by the MCA.
Another new requirement is the Directors Identification Number (DIN); which will be mandatory for every person who is a director on the board of the company. Directors can receive a provisional DIN through the Web. The provisional number is used in the same way as the final number, which will be issued in about 30 days. A person can only have one DIN and it is used for all companies for which he or she is a director
Procedure 4 :-- Obtain a company seal
Time to complete :-- 3 days
Comment :-- Company shall arrange for its Common Seal from the vendor dealing in seals and stamps.
Procedure 5 :-- Visit the NSDL to obtain a Permanent Account Number
Time to complete :-- 15 days
Comment :-- The task of allotment of PAN in Hyderabad has been assigned by the Ministry of Finance, Government of India to Unit Trust of India (“UTI”). The offices of UTI are situated in all the major cities of India. Accordingly, an application can be made at the designated office of UTI in Hyderabad in the prescribed From No. 49A. The Form is available at all the designated offices of UTI and can also be printed from the website of the Income Tax Department.
Documents required will be Certitificate of Incorporation issued by the Registrar of Companies and Situation of Registered Office (Form 18) which is filed with the RoC.
Related link is www.incometaxindia.gov.in.
Procedure 6 :-- Obtain a Tax Account Number for income taxes deducted at source from the Assessing Office in the Income Tax Department
Time to complete :-- 15 days, simultaneous with procedure 5
Comment :--Similarly every person is also required to obtain Withholding Tax Number (Tax deducted at source number (TAN)) within 30 days from the date of first deduction of tax. TAN can also be collected from the agencies notified by Ministry of Finance in this behalf by filing an application in the prescribed From No. 49B
Permanent Account Number is required to be submitted along with the application for obtaining the Tax Deduction Account Number. Related link is www.incometaxindia.gov.in.
Procedure 7 :-- Register for Value Added Tax
Time to complete :-- 15 days, simultaneous with procedure 6
Comment :-- Every company which is liable to pay tax under the Andhra Pradesh VAT shall obtain the Andhra Pradesh Value Added Tax registration. An application for Registration is to be made in Form A-1 with the prescribed fee.
- A security of such sum as may be required to be submitted along with the application for registration. Security may be in cash, bank guarantee, post office cash certificates, bonds/debentures, dealers' surety, or mortgage of immoveable property. The surety for registration may be revised by the Commissioner under some circumstances.
- Proof of incorporation of the application company i.e. Memorandum of Association along with Certificate of Incorporation.
- Proof of identity of authorized signatory signing the Registration Application Form.
- Proof of ownership of principal place of business.
- Proof of ownership of residential property by directors.
- Proof of passport of directors.
- Copy of PAN of the Company.
- Copy of last telephone bill/electricity bill of the company.
- Details of other licenses under any other law.
- Proof of immovable property held by the company.
Procedure 8 :-- Registration for Professional Tax
Time to complete :-- 1 day
Procedure 9 :-- Registration under the Employees Provident Fund (Miscellaneous Provisions) Act, 1952
Time to complete :-- 20 days, simultaneous with procedure
Comment :-- The Employees' Provident Fund and Miscellaneous Provisions Act, 1952 provides for the institution of compulsory Provident Fund, Pension Fund and Deposit Linked Insurance Fund, for the benefit of the employees in factories and other establishments. The Act applies to every factory and establishment in which 20 or more persons are employed and which is engaged in any industry as specified. The company would be required to cover its employees under the provisions, once it crosses the limit of 20 employees.
An application in the Employer's Registration Form is required to be submitted with the office of the Regional Provident Fund Commissioner, Office of Provident Fund.
Procedure 10 :-- Registration under Employees State Insurance Act, 1948
Time to complete :-- 14 days, simultaneous with procedure 7
Comment :-- The Employees' State Insurance Act, 1948 provides for grant of cash benefits to the employees in the recognized contingencies of sickness, maternity and employment injury. It also provides for medical benefit, in kind, to the employees and their families. The Act is applicable to all non-seasonal factories and certain establishment. For registration under the Act, an application in the prescribed Form is required to be made to Regional Office of Employee State Insurance Corporation
ESIC Registration is optional if employee strength is less than 20.This procedure can be commenced simultaneously with procedure 7
Procedure 11 :-- Register under Shops and Establishment Act
Time to complete :-- 4 days
Comment :-- Registration is required to be made under the Andhra Pradesh Shops & Establishment Act, 1953. For this purpose an application is required to be submitted with the Inspector of the area concerned, along with the applicable fee (depending on number of workers working in the establishment) for registration of the establishment.
The statement shall consist of the following information:
- the name of the employer and the manager, if any;
- the postal address of the establishment;
- the name, if any, of the establishment;
- the category of the establishment; and
- such other particulars as may be prescribed.