The common procedures followed in Company registration process:
The common procedures following in Incorporation or company registration. It is an official process for creating or merging your new business. It is a legal procedure to safeguard all the legal issues. So, it is mandatory process of creating a new business under the legal registration it becomes a recognize entity under the law. It is a common one to One Person Company (OPC)
Private Limited Company
Public Limited Company
Limited Liability Partnership
Non- Profit Organisations
General procedures to be taken to get a new company incorporate:
In the Company Registration Process, choose the names which suitable for your business concern. Select nearly names and more as per your wish. It asked to choose more than one name to check the availability of the name for the registration purpose.Make sure it is not similar or the same name which already register in the official register.
The process of Registrar of Company basing on the availability of name you wish to start your Company and it requires an e-form 1 you must log in to the portal and fill the form. If the choosing name already register, he must fill another form with the unregister name.
Certificate of Commencement:
This certificate is a mandatory one under the Companies Act, 2013. After getting the certificate you are legally allow to start your business activities. This certificate is issue via the registrar of companies allotted for its business mode. It is an essential company registration process; if the commencement of business is not filing then the concern must pay of INR 1000/- per day until they got their Business Commencement Certificate. In the extent of law, the registration of company may cancel one.
Certificate of Incorporation:
Company Incorporation is the basic and considering as a license and a legal document to form a new business. It is authoritative public information any one can know the basic detail of an entity or organisation can get this information and it is officially approve through the department of Ministry of Corporate Affairs. It also required the following legal documents to build a new and own business form.
Memorandum of Association:
Memorandum of Association shows the extendable power and flexibility of the company. It comes with the Name Clause, Situation Clause, Object clause, Liability Clause, Capital Clause and Association or subscription Clause. It clearly denotes the official information of the company’s name and its exact location and the service of the company to its vendors and clients. The Limited Liability Clause announces the limitation of the rights of shareholders on the company. If the company planned any unlimited liability then the clause is not requiring. It is a necessary follow up in every form of Company registration process it also containing the details of share capital amount of the company and its official shareholders are mentioned in this Memorandum of Association (MOA).
Article of Association:
Article of Association is a legal document must in the Company registration Process and it contains all the rules and regulations formed in the company. It is should require one for an entity. It is clearly showing who managing the company and the individual’s role in this company. It is an additional one along with the Memorandum of Association. It framing under the approval of the company. If once the memorandum of Association becomes an invalid one, the Article of Association also automatically lacks its power.
Submit the e-Forms which appropriate to the category of the company with the other notable things such as Digital signature, Physical Copies of Memorandum of Association and Article of Association.
What is DIN?
DIN Stands for Director Identification Number which can get only through the approval of Central Government. The importance of DIN in company registration process comes with certain main purpose. This number acts as an official proof for an individual to exit and continue his position as a director. The number is storing in a government database. And it is always observing thru the corporate ministry. If they doing anything against the law, they can easily hunt down for such fraud activities. An Individual is allow to get only one DIN from the government, in case he joins or start a new venture.
The importance of Digital Signature Certificate (DSC):
Digital Signature Certificate is in company registration process highly valid one like electronic finger print. This method allowing easily signing the electronic documents. Public Key infrastructure keeps the high level of security on the Digital Signature. The main benefit of Digital Signature Certificate is it can be easily movable and very difficult to imitate by third person. It should be submitted in the electronic form for safe submitting and privacy purpose. Commonly Three classes of Signature following for the separate level of user.
Digital signature Classes:
Class 1 of DSC concentrates on the Individual’s particular user name and their e-mail which are using for general purpose and not high valid one for any other business purposes.
Class 2, it offers for both individual and entity’s use. It can easily promote the income returns by the mode of e-filing. It can officially approve to use by Charted Accountants on behalf of their clients. It also can be use under guidance of the company secretaries for new incorporation-oriented processes.
Class 3 is approve and issue only by the Controller of certifying Authorities. It is considering as a high and predominant level for the web-relating transactions and internet banking for business which require the electronic exchange of data. It is an approval for the tasks of e- bidding e-tendering, e-procurement and so on.
Intellectual Property Rights:
Intellectual property rights are considering as an asset in Company registration process. These are similar with the assets or the belonging you have. How we protecting our movable properties the properties of your business also to be secured for show it are only belonging for your company and others has no rights on it. It is a legal procedure and you can prove your innocence through the Intellectual Property Right. Commonly the entity’s properties like Copy right, Trade mark, Patent, Design symbols and others. Simply it protects your information. The Intellectual Property Rights very useful at the time of your publishing a new thing.
The elements of Intellectual property Rights:
Copy right means it a legal right on the creative work which is fully away from copying and any other duplication. It including with the new ideas like logo, Slogans, brand names, all creative compositions, paintings, photographs contents, and Architecture designs and so on. It is totally differed from Trade mark registration.
Trade mark is a unique appearance which distinguish your service or work of business from others. It is an efficient emblem of your business which is renew through the new comers. It may contain with phrases, alphabets, numerals and other shapes and other figurative works relating to the business service. As per law it is classify under the classes to separate the various group of trademarks.
The Individual Patent right solely give the independence on using and commercially selling their creativity. Patent registration is a license to the holder it usually avoid the misuse of your creativity by others. It is especially bind by the inventor name in the government gazette. It is offers the monopoly right who register it. It comes and certain conditions that it should be unique, completely differ and non obvious from other patterns. It may useful for industrial, commercial or service oriented purpose of your business.
Private Limited Company
A Private Limited Company is one of the widely accepting and beneficial forms of business modes. To start a new private company the company registration process must have the following basic qualities:
- The main objective of this company is the transfer of shares is controlled one.
- The numbers of the Private Limited has restriction by their investment in their company as the capital.
- The request to the public to donate any company’s share or loans is prohibited.
The Private Limited Company comes with certain benefits of tax reductions with its expense structure. It is not apt one for the Small and micro level of business organizations.
Public Limited Company
A public company is another business form which entirely differed from the private Limited Company. The following conditions must apply to a public Limited company registration process:
Incorporation Certificate is the legal authentication for a public Limited company. It offers the qualification for the business and commences it as a corporation, it must obtain another document called trading certificate.
It must publish a pamphlet or file a statement of a proper location of the business before it can start transacting business.
A public company is required to appoint at least three directors as members of the board.
It must keep the legislative meet ups and get hold of government approval for the appointment of the management.
Representative Office or Liaison Office in India:
A Liaison Office is not set up under the approval of Indian government. In the company registration process it is announcing that just a representative company which announces and monitor the activities of head office of abroad and other branch offices in India. It analyses the all technical, financial, import and export activities of the company. But these offices should not perform any commercial activities to run the business it is a head office used as a medium of communication. To get an approval for this company the Liaison Company should fulfil all the requirements of Foreign Exchange Department of Reserve Bank of India (RBI).
Foreign Project Office in India:
Some abroad offices set up their office temporarily for their execution of project in India. While their company registration process, it is advising that it prevailed only in short period of time. They must do their project-relating works on the short period of time. As per law Government of India laid certain norms, rules and general permission to frame such foreign companies.
Abroad branch Office:
It is totally different from the liaison office. It uniquely acts for the commercial purpose of the foreign company it concentrates on the works like their professional relating consulting services and import and export their material of goods which their business belong. They work made their analysis and research to improve the parent company or head Office Company which is in abroad. They analyse all the economical and technical ways to improve the branch companies which are situated in India. It overtook all the activities between the head office and branch office. They may give contracts and agreements to the Indian manufactures to improve make fast the works of their office. They also have some tax responsibility as like the representative offices they allow should follow certain norms to build their manufacturing branch office in India.
Limited Liability Partnership (LLP) in a company:
In the Company registration process, LLP is one of the legal formalities followed in the company. It can apply to any form of business enterprise. To run a healthy and flexible type of organization now all are followed the Limited Liability Partnership. It is a legal form which bounded with the agreement that each partners restricting and limited with their shares which they investing in the business organisation. So, the company with small amount of investment with maximum members of shareholders does not affect the growth of the business.
Each partner responsible for their act and they not indulge and liable for other partners activity on the organization. LLP comes with less rules and restrictions it not a complicat for the business purpose. The notable drawback of LLP is the company not allowed to raise the fund directly or indirectly from the public. It is one of the acts legally introduced by the parliament and it not known by all. Most of them followed the old and conventional procedure of company form. It is one of the mutual agreements and accepted by all the partners before initiate their business.
Founder’s Agreement is one of the mutual understanding bonds between the founders of the company. It is not a compulsory one in the company registration process. But it is advised to the business people who were in the idea to precede their new business. The initiators of the company have varied amount of share due to their share level the power and role of their business may offend able one. It simply solves the conflict opinion and good future on the business. Through this founder agreement this issue can be relieve one and it acts as the official proof when important decisions making upon the business welfare.
The benefits of the Founder’s agreement:
The separate responsibility allocate for the founders, co-founders, their duties and in charge sections clearly noted. More than their share the skill also involving and taken into the account while choosing such positions.
Though, It denotes with their initial investment and share allocation as per their profit grows in their business. It also keenly depict how much of contribution and effort require for the members of the business organisation.
Beyond, it can avoid the unwanted quitting of the members of your business board. If it is happen the alternate steps can easily identifiable upon their qualification of the board members.’
Obviously, Intellectual property commonly in the business name and it never belong to any individual board member.
It is very crucial at the moment of any demise happen on the board of the members in your business.
Non- Disclosure Agreement:
Non-Disclosure Agreement or confidential agreement is assigned by the two business oriented parties to protect their information from third parties. It helps to motivate the mutual relationship between the two parties. It is helpful at the moment your invention or idea is a base of the business and it must be a confidential one which must hide from the opposite business parties. It avoids the sensible situation who tried to know your business confidentiality. The term of agreement is a notable one for limited period of time and other long lasting one.
If you want to offer the employment contract to the workers of your concern it should mentioned with the following descriptions. This decision must be approved by the initiators or the CEO of the business concern. They must allot each representative with the appropriate work position.
It first noted with the position or job title and it comes under which department and what type of performance expected from the work must denoted on this.
Salary package for the position of the work and its hourly calculation details about the incentives, bonuses and medical allowances also explained on it.
The vacation days and general holiday leaves, emergency leaves, sick leaves all are clearly explain in the form of vacation policy.
They also clearly enlist the right of the each individual works from the board direct to until the basic worker. The general rights of the board members classified as:
The higher positioned of member like CEO, Board of Directors or shareholders not allowed to take and utilize the money directly from company. If it happens it will certainly meet some legal actions.
- A board of director or any other part of directors is not permitted to attain any loan from the company or on the name of the company.
- An Individual wants earn money; he must proficient in work and prove it by the adequate profit sources.
- No one is allowed to get money from any other third parties if it held the person must follow the legal consequences.
- The salary packages are designed by the company should consider the norms of Company Act before it executed.
The basic necessities of a Private Limited Company:
Private Limited company registration officially needed the business name, the choice of the names have certain conditions and norms by the government law. The main norm is that the company should not imitate or followed any name of now actually existing company. If it followed such similar name certainly the registered application will be reject able one. If it is found that it considered one of the offensive and illegal activity and leads to the lawful issues. The business office should display their registered name at their physically situated office. The name of the registering office must follow the ending phrases like “Limited” for both private and public limited company.
Recognized physical Office is a must one for and it should be in the same place as mentioned in the incorporation certificate. Some, business situation the address changeable is accepted one. The physical address was keenly noted for the basic reason that all the business activities reach only by this office. So, the physical office is not a less important one.
Partners and Shareholders are legally limited by the business size. There are nearly two hundred people allowed the maximum limitation to start a private Limited Company.
Business share and Capital amount:
A private Limited company required starting its business with the minimum capital amount 1, 00,000 rupee. But is a fixed one. maximum amount as per the initiation of company required.The basic legalities of Memorandum of Association and Article of Association the incorporation certificate all are inevitable one. While,the objective or types of service followed in the company should be in the clear form. Try to bring the clear idea and it should be acceptable one under the Companies Act. Due to incorporation Certificate denotes the form of your business trade and this papers declared that your business legally existed one and it is considered as an enough proof for the running a company.
Accounts and Auditing works:
Despite the fact that, trade involves with lot of tax duties and money relating accounts. So, everybody who deciding to start their business should appoint a well qualify Auditor for their work. He clearly monitors and produces the periodical report of the work which the business indulge with. The individual is responsible for the maintaining of balance sheet, the meet ups and issues and solutions and final annual reports all are free from bias.
If it found with any dissimilarity it must face the legality issue. Company’s law draw some regulation on this accounting section which determine whether the company move with profit or loss all are based on their submitting account report. Such accuracy are not avoidable one. The maintaining of share ledger, account books, purchase and sales records the unique company seal on the share certificate and other legal papers are the live proof and needed things for running a company.
The necessities of a Public Limited Company:
As per the new company act above mentioning things are a compulsory documents other than that some new things vary and requiring for the Public limited Company. To run a business a director of a running business should staying in India. With the identity of the company letter heads and corporate Identity Number, address, mobile Number, mail Id should following for the good business oriented communication. Company is not favouring in the acts of giving security, support with the shares are not allowed one. Any important decision based on the corporate can taken by the director with the support and voting of the other board members.
The well known running of a Public Limited Company should appoint a women director. It applicable to both private and public limited Companies. The general auditing and meeting depends on the Public limited company is more crucial than other mode of companies they general public who involving with such company trade. So, without any partial and hiding they must submit their annual report publicly to establish renew the status of their business.
What is Sweat Equity method in a company?
In company registration process, Sweat equity is nothing but the part of the shares directly offers to its employees or directors for their renewal contribution in the development of business. It categorizing with the non-monetary investment. Sweat equity is a part of section 79(A) in the Company Act. The structure of the Sweat equity design via the ministry of Corporate Affairs with the limited terms and norms. And also, it comes under the exceptional case of a business and not a compulsory rule should every company follow.
It is applicable only for the director and permanent employees of the company regardless of his working place may work in India or abroad with the one year working period. Sweat equity share rewards are lawfully given in the name of incentives. The sweat equity shares are not transferable one. However, It is not giving as cash and it cannot be carry as a personal asset but it maintains along with the balance sheet of the company. Instantly, it also legally notable with the account procedures. The percentage of the sweat equity basing upon the investment or capital amount of the business organisation. To offer this form the company should fulfill the following conditions:
Conditions on Sweat equity:
- The initiation of sweat equity shares should be announce with the special resolution and must approved by the members of the board in the company’s general meeting.
- This special resolution distinguishable one while announce this they should consider their position in the economic market, the rank of the company and its rating in the market price of the good or service and total number of shares and the employees who are ready to get sweat equity all are mention.
- The provision of Sweat Equity not mentioning or submitted along with the business incorporation certificate.
- To announce this element in the business, the company should completes its business venture at least a year. Then only it will eligible one.
- Before all these activities they got proper approval from the Securities and Exchange Board of India. It is okay with all norms of the board then only it will officially executing one.
I hope this blog may helpful to the newcomers who are eager in starting a business. Thanks for Solubilis, all in all company registration service operating in Coimbatore who share their view on current company registration process.