Procedures to be Followed for Incorporation of New Company as Per Companies Act, 2013

1. Firstly You have to Filled Application for Reservation of Name of Company. Application Will be

Submitted on MCA with Application Fees of R.s 1000/‐

2. After Approval of Name you have to filled Incorporation Forms Within 60 Days of Application of

Name of Reservation

3. Following Documents have to be Attached with Incorporation Forms.

a. Documents to be Attached with Form DIR‐12 (Appointment of Director)‐

i. Declaration of First Director or Affidavit for Non‐ Acceptance of Deposits from

Out‐ siders. This Declaration Should be on Stamp Paper of Rs. 10 Duly Notarized.

ii. DIR‐2 (Consent to Act as a Director) from Each Director to be Appointed.

iii. Statement of Interest in Other Entities

iv. Power of Attorney on Stamp paper of Rs. 50, duly Notarized.

b. Documents to be Attached with Form INC‐22 (Notice of Situation of Reg. Office of the

Company.

i. Rent Agreement with NOC (if Property is not Owned by the Company.

ii. Property Papers if Property is Owned by the Company.

iii. Utility Bill (Compulsory Attachment). Any One Out of the Following can be

Attached as Utility Bill. (Telephone Bill, Electricity Bill, Mobile Bill, Gas Bill)

c. Documents To be Attached with Form INC‐7 (Incorporation Of Company )

i. MOA as per New Companies Act 2013.

ii. AOA as per New Companies Act 2013.

iii. Form INC‐8 (Declaration by the Professional ) with Membership No. Form

Should be on Stamp paper of Rs. 10 Duly Notarized.

iv. Form INC‐9From Each Subscriber to the Memorandum. It Should also be on

stamp paper of Rs. 10 Duly Notarized.

v. Form INC‐10 of Specimen Signature from each Subscriber to the memorandum,

Duly Notarized.

vi. Proof of Residential Address of each subscriber.

vii. Proof of Identity of each subscriber.

viii. Pan Card of each subscriber.

4. After Approval of Incorporation of the Company you have to filled Form INC ‐21 (Intimation for

Commencement of Business) within 180 days of incorporation of the Company. In the Earlier Act

it was not mandatory for the Pvt. Ltd Companies.

I Hope you Find it Helpful For Incorporating the Companies as per Companies Act 2013.

d from � 8 c m � �o� hin ninety (90) days of the delivery of the intimation of transmission, appeal to the Tribunal against such refusal.

10. Penalty for Non-compliance: Where any default is made in complying with the provisions related to transmission of shares, the company shall be punishable with fine which shall not be less than Rs. 25,000/- but which may extend to Rs. 5,00,000/- and every officer of the company who is in default shall be punishable with fine which shall not be less than Rs. 10,000/- but which may extend to Rs. 1,00,000/-.

Extremely useful Information and knowledge about Transmission documents:

i. Meaning of Probate: If a member of a company dies and he leaves after him a will or letter of administration then the survivors shall get a copy of 'will' certified under the seal of a Court of competent jurisdiction. The certified copy of the will is called a 'probate'. Succession certificate is not required when probate or letter of administration is issued.

ii. If a member of a company dies without leaving a will, then succession certificate issued by a Court of competent jurisdiction shall be submitted to the company. Once succession certificate is granted, it provides full indemnity to the company regarding transmission of shares by operation of law.

iii. The survivors in case of joint holding can get the shares transmitted in their names by production of the death certificate of the deceased holder of shares.

Basic Procedure for Transmission of Share

Generally articles contain the detailed provisions as regards the procedure for transmission of shares. Usually following steps shall be followed in order to give effect to the transmission of shares:—

1. The survivor in case of joint holding or legal heir, as the case may be, who want transmission by operation of law in his/her favour, shall file a simple application with the Company with relevant documents such as death certificate, succession certificate, probate, etc., depending upon various circumstances may be considers necessary for transmission by the Company.

2. The company records the particulars of the death certificate and a reference number of recording entry is given to the shareholder so as to enable him to quote such number in all future correspondence with the company.

3. The company review and verify the documents submitted with transmission request. In case all the documents are in order, company shall approve the transmission request and register the shares in the name of the survivor or legal heir as the case may be.

4. However in case documents submitted with transmission request are not in order and it is the case of refusal, company shall within thirty (30) days, from the date on which the intimation of transmission is delivered to the company, communicate refusal to the concerned person.

5. Dividend declared before the death of the shareholder will be payable to legal representative but dividend declared after the death of a member can be paid to him only after registration of his name and till that period it has to be kept in abeyance.

Sample application for transmission of shares

To, Date: Sept. 04, 2014

The Board of Directors,

Reliance Industries Limited

Nariman Point, Old Palasia Road,

Mumbai (Maharashtra)

Sub: Transmission of 500 Equity shares held by Late Sh. Yogesh Gupta

Ref.: L.F. No.____________

Dear Sir/Madam,

I have to inform that my father Late Sh. Yogesh Gupta expired on August 19, 2014. He was holding 500 Equity Shares of Rs. 10 each fully paid up in the company under L.F. No. 165. Please find below relevant details of the Equity Shares:

S. No.	Share Certificate No.	No. of Equity Shares	Ledger Folio No. Transferor	Distinctive Number From	Distinctive Number To
1.	165	500	165	783201	783700

I, hereby submit the following documents for transmission of 500 Equity Shares in my name:

1. Copy of the death certificate obtained from Nagar Nigam, Maharashtra.

2. Succession Certificate.

3. Original share certificate.

4. My Specimen signatures.

Kindly consider and arrange for transmission of the said shares in my favour and oblige.

Thanking you.

Yours faithfully

(Rahul Gupta)

(Son of Late Sh. Yogesh Gupta)

Address:

Phone No.:

Disclaimer:

This write up is intended to start academic discussion on few significant interpretations under Companies Act, 2013. It is not intended to be a professional advice and should not be relied upon for real time professional facts. Readers are advised to refer relevant provision of law before applying or accepting any of the point mentioned above. Author accepts no responsibility whatsoever and will not be liable for any losses, claims or damages which may arise because of the contents of this write up.

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