Embed Size (px)
Citation preview
Series-9
Do write for any Queries/suggestions or Questions at [email protected]
India is moving towards “ease of doing business’ regime and wants to improve its current rank (134 out of 185 as per World Bank) in starting a business vis-à-vis global standards. To put a step forward in this Direction the Ministry of Corporate Affairs had come out with a Fast Track Incorporation option which shall be available for Registering a Company on speedy basis by amending Companies (Incorporation) Rules and inserting rule 36. INC-29 is an integrated form comprising of DIN application, Name availability and Incorporation.
INTRODUCTION
INSIDE THIS ARTICLE
1 Introduction
2 Procedure
“Hurry to Register a Company?
Go for FAST TRACK REGISTRATION”
CS GURMINDER DHAMI [email protected]
PRACTICING COMPANY SECRETARY +91-8800568609; +91-8800568913
FAST TRACK INCORPORATION
Page 2 Newsletter Title
Max. 3 Directors can apply DIN Max. 20 Directors can be apptd.
No Fast track mode for Section 8 & Chapter XXI(Part I) Company.
Only Single name can be proposed If name rejected, all Documents and declerations in Vain.
Do write for any Queries/suggestions or Questions at [email protected]
Procedure
DIR-3
INC-1
INC-7
DIR-12
1. Obtain DSC: - For filing e-form INC-29 at least 1 proposed Director needs to have Digital Signature Certificate.
2. Decide upon name: - Since the e-form INC-29 gives option to provide only 1 name, it should be ensured that the name is available (Section 4(2) & (3) and rule 8).
3. Drafting of MOA & AOA: - Draft MOA (Objects & Quantum of Auth. Capital) and AOA (internal regulations). While drafting ensure they aren’t ultra-vires the law (Section 6).
As per Rule 36(5) MOA may be prepared as per template in INC-30 and for AOA template in INC-31 may be opted.
4. Obtain following Information/Document from:-
A. SUBSCRIBER CUM DIRECTOR (having DIN)
1. DIN
2. No. of shares to be subscribed
3. Interest in other entities (Reg. No, name, amt. & percentage of investment, Designation). Not Required if entity is a Company/LLP
4. Designation (Director/MD/WTD)
5. DIR-2 (Consent to act as Director), for which following info. is required:-
Email ID & mobile no. Occupation PAN no. No. companies in which director & name of
Companies in which MD/WTD/CEO/ CFO/CS. Particulars of membership & CP no., in case
member of professional institute.
6. Affidavit of INC-9 & non- acceptance of deposits and specimen signature in INC-10.
INC-29
ESI
C
TAN
PAN
INC-22
Page 3
B. ONLY SUBSCRIBER (having DIN)
All Information/Documents mentioned in A above,
except those stated in point 3, 4 and 5.
C. ONLY DIRECTOR (having DIN)
All Information/Documents mentioned in A above,
except that stated in point 2.
D. SUBCRIBER CUM DIRECTOR (NOT having DIN)
1. ID Proof (PAN + Voter ID/Passport/ Driving License/Aadhar Card)
In case of Foreign National not having PAN Declaration that he does not possess PAN is required.
2. Address Proof (Electricity/Telephone/ Mobile Bill/ Bank Statement) not more than 2 months old
3. No. of shares to be subscribed
4. Designation (Director/MD/WTD)
5. Affidavit of INC-9 & non- acceptance of deposits and specimen signature in INC-10.
6. Following Information:-
Place of Birth Educational Qualification Occupation Email ID & phone no. Duration of stay at present address, if less than 1
year then previous address
7. Interest in other entities (Reg. No, name, amt. & percentage of investment, Designation). Not Required if entity is a Company/LLP
8. DIR-2 (Consent to act as Director), for which following info. is required:-
No. companies in which director & name of Companies in which MD/WTD/CEO/ CFO/CS.
Particulars of membership & CP no., in case member of professional institute.
E. ONLY SUBSCRIBER (NOT having DIN)
All Information/Documents mentioned in D above,
except those stated in point 4, 7 and 8.
F. ONLY DIRECTOR (NOT having DIN)
All Information/Documents mentioned in D above,
except that stated in point 3.
INC-30
INC-31
May opt for standard template of MOA & AOA
TENTATIVE SAVINGS If Incorporating a Company with 3 Directors (not having DIN) and paid up Capital Rs. 5,00,000/-.
Normal Route Fee
DSC (3 X1000 )
Since, each Director
obtaining DIN needs DSC
3000
DIN (3 X500) 1500
INC-1 1000
INC-7, DIR-12 & INC-22
(3 X400)
1200
MOA 2000
AOA 400
TOTAL(A) 9100
FAST TRACK ROUTE Fee
DSC (only 1 Director
taking DSC will suffice )
1000
INC-29 2000
MOA 2000
AOA 400
TOTAL(B) 5400
SAVINGS(A-B) 3700 1. Other expenses which will be
same in both cases are not taken into consideration.
2. Cost of DSC is tentative.
Page 4 Newsletter Title
PAN/TAN Application
Information Required:-
Area Code AO Type
Range Code AO No.
Source of Income
For applying PAN/TAN, upload Form at e-Biz Portal. ESIC Application
Information Required:- Type of Unit (Factory/Establishment)
Work Category & Sub-category
For applying PAN/TAN, upload Form at e-Biz Portal.
2 Resubmissions Allowed (Rule 36(12))
G. NON-INDIVIDUAL SUBSCRIBER
1. CIN/FCRN/LLPIN
2. Registered Office, e-mail and Phone no.
3. Resolution for subscribing shares, making investment & authorizing a person to subscribe & Sign MOA & AOA. Note:- 1. In case of LLP Resolution shall be approved by all the Partners. 2. In case of a foreign Body Corporate, copy of registration & proof of registered address is also required. 3. Authorized person cannot be subscriber in individual capacity (rule 13(4) proviso).
4. Affidavit of INC-9 & non- acceptance of deposits and specimen signature in INC-10 by authorized person on behalf of body Corporate.
5. Information/Documents mentioned in point 1,
2 and 6(except last bullet) in D above
pertaining to authorized person.
5. Signing of MOA & AOA
Rule 36(5) gives option to opt for template MOA & AOA, but it also says that their signing shall be as per rule 13.
6. Situation of Registered Office
In case address of registered office is not decided then address for correspondence needs to be given and form INC-22 can be filed later within 30 days of Incorporation.
Documents/information required in case the address of registered office is being intimated at the time of Incorporation are:-
1. Address of Police station 2. Utility Bill, not older than 2 months
(electricity/gas/telephone/mobile bill) 3. Proof of registered office address
(Conveyance /lease deed/rent agreement along with rent receipts)
4. No objection certificate in case registered office is not taken on lease
7. After all above documents/information are ready file INC-29 and follow up.
Page 5
FAQ’s?
Q.1 Whether INC-9, INC-10, Dir-2 and Affidavit for non-acceptance of Deposits is
mandatory to be attached?
Ans: YES, since there is no relaxation as such in rule 36 pertaining to Integrated Incorporation Process and moreover the e-form requires Affidavit & Declaration by Subscriber/Director as mandatory attachment.
Q.2 In case of subscriber cum Director having DIN or Director having DIN, whether ID & Address Proof is mandatory?
Ans: As per DIR-2 (Consent) ID & add. proof is also required to be attached for every Director but the e-form INC-29 only asks for them if the person does not possess DIN.
Q.3 Whether INC-8 is mandatory to be attached?
Ans: YES, As per Declaration to e-form INC-29, the professional declares that he has been engaged to give declaration under section 7(1) (b) and such declaration is attached.
Q.4 Whether DIR-4 is required to be attached for Director applying for DIN?
Ans: NO, Requirement of DIR-4 has been done away by Companies (Appointment & Qualification of Director) Amendment Rules, 2014 dated 18.09.2014. Moreover, refer Deceleration in e-form INC-29 where the applicant signing the e-form gives declaration on behalf of Directors applying for DIN.
Q.5 Maximum no. of Director for which e-form INC-29 can be used?
Ans: There is no such limit in rules but as per instruction kit the limit is maximum 20 Directors.
Q.6 Maximum no. of Subscriber for which e-form INC-29 can be used?
Ans: There is no such limit in rules but as per instruction kit “number of generated blocks may be less than the number of subscribers entered in the table and Users are advised to enter the details only in the generated blocks”.
Do write for any Queries/suggestions or Questions at [email protected]
Disclaimer: The entire contents of this article have been prepared on the basis of relevant provisions and information existing at the time of preparation. The observations of the author are personal view and the author does not take any responsibility of the same and this cannot be quoted without the written consent of the author.
Suggestions, comments and queries solicited.
ACS Gurminder Dhami [email protected] 91-8800568609; +91-8800568913
