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Company Incorporation

Incorporating a Company (Private Limited) in India involves several steps and considerations, ranging from choosing a name to completing post-incorporation compliances. Let's delve into the basics of incorporating a private limited company in India and the subsequent compliance requirements:

Proposed Name: The first step in incorporating a company is choosing a suitable name. The proposed name must be unique and not already registered by another entity. It is crucial to check the availability of the chosen name with the Central Registration Centre (CRC) to ensure compliance with regulatory requirements.

Directors: A minimum of two directors is required to incorporate a private limited company in India. At least one director must be a resident in India, meaning they should have stayed in the country for a total period of not less than 182 days during the financial year. The directors play a key role in the management and decision-making process of the company.

Shareholders: Similarly, a minimum of two shareholders is necessary for incorporating a private limited company. Shareholders can be individuals, body corporates, or a combination of both. They hold ownership in the company and are entitled to receive dividends and participate in the decision-making process through voting rights.

Registered Office: Selecting a registered office address is crucial, as it determines the jurisdiction for legal matters and taxation purposes. Factors such as state-specific taxes, business environment, and availability of resources should be considered when deciding the location of the registered office. While a company can conduct business throughout India irrespective of the registered office location, it is advisable to choose a location that best suits the business needs and facilitates ease of operations.

Capital: There is no minimum capital requirement prescribed for incorporating a private limited company in India. However, the amount equivalent to the paid-up capital of the proposed company should be paid or received within 180 days of incorporation. This capital infusion provides the necessary financial backing for the company's operations and ensures compliance with regulatory norms.

Procedure for Incorporating a Company: Once the above prerequisites are in place, the process of incorporating a company involves several steps, including:

  1. Obtaining Digital Signature Certificates (DSC) for the directors and shareholders.
  2. Applying for Director Identification Numbers (DIN) for the directors.
  3. Drafting the Memorandum of Association (MOA) and Articles of Association (AOA) of the company.
  4. Filing the incorporation documents, including the MOA, AOA, and other relevant forms, with the Registrar of Companies (RoC).
  5. Payment of the requisite registration fees and stamp duty.
  6. Obtaining the Certificate of Incorporation from the RoC, marking the formal establishment of the company.

Post Incorporation Compliances: Once the company is registered, it is essential to ensure compliance with various legal and regulatory requirements to maintain its status as a legal entity. These post-incorporation compliances include:

  1. Appointment of statutory auditors and filing of audited financial statements with the RoC annually.
  2. Conducting board meetings and general meetings of shareholders as per the prescribed timelines and agenda.
  3. Filing of annual returns, forms, and other documents with the RoC within the stipulated timelines.
  4. Compliance with income tax regulations, including filing of income tax returns and payment of taxes as per the applicable tax laws.
  5. Obtaining Goods and Services Tax (GST) registration and complying with GST regulations for invoicing, filing returns, and payment of taxes.
  6. Ensuring compliance with social laws, including registration under the Employees' State Insurance Corporation (ESIC), Employees' Provident Fund Organisation (EPFO), Shop and Establishment Act, and Professional Tax Act.
  7. Opening and maintaining a bank account in the name of the company for conducting financial transactions and managing funds.

Sethi & Associates

Sethi & Associates is India’s best CFO platform which aims to simplify the problems business and entrepreneurs face to establish and remain compliant with ease. 

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