What is a Private Limited Company?
- Telephone Bill / Mobile Bill
- Electricity Bill / Water Bill
- Bank Statement /Bank Passbook with latest transaction (Any one of the Document not older than 2 months)
c) Passport size Photographs – 1 each
Note: All the Copies of Documents must be Self Attested by the applicant
2. Documents to be Signed by Directors:
- Consent to Act as Director: Form DIR-2
- Other Particulars of Subscribers
- Declaration by Subscribers & Director: INC-9
3. Registered Office – Address:
a) No-Objection letter from the Owner of Address to use the address of the registered office of the Company.
b) Address Proof – In the name of the Owner
Electricity Bill, Telephone Bill (Fixed Line Only), Gas Bill or Water Bill (Not older than 2 months)
c) Copy of Registered Sale Deed
Minimum Requirements for a Private Limited Company Registration
Company Name Should Be Unique:
The proposed company name should be unique and should not be similar to or identical to the name of an existing company, LLP, or Registered Trademark.
At Least Two Persons:
A Private Limited Company can be formed by at least two people who will function as the company’s shareholders and directors, with at least one of them being a resident of India.
Capital Requirements:
To register a Private Limited Company, no minimum paid-up capital is required. Investments might be made based on the needs of the company.
The Company’s Key Objects:
Before the company is formed, the company’s main objects must be established in order to describe the company’s business activities.
Compliances required for Private Limited Company:
- The Board’s First Meeting:
The first meeting of the Board of Directors must be convened within 30 days of the company’s Incorporation. Every director shall get notice of the Board Meeting at least 7 days before the meeting.
- Requirement with respect to Board Meetings:
At least four Board Meetings must be held each year, with no more than 120 days between them. For small company, two Board Meetings are sufficient, and the time between meetings should not be less than ninety days.
- Issuing Share Certificates:
Within 60 days of the company’s Incorporation, the company must issue Share Certificates to the memorandum subscribers.
• Directors’ Disclosure of Interest:
Every director shall at the first meeting in which he participates as a director; or the first meeting of the Board in each fiscal year; or whenever the disclosures change shall report his concern or interest in any company, body corporate, firm, or other association of individuals in Form MBP1 (together with a list of relatives and entities of relatives (including shareholding interest).
• Resident Director:
Every company is expected to nominate at least one director who has spent at least 182 days in India during the previous calendar year.
• Changes to the MOA and AOA:
Within 30 days of passing a Special Resolution, every change to the Articles and Memorandum must be filed with the Registrar, along with a copy of the changed Articles, notice of the meeting, and Ordinary Resolution or Special Resolution, as applicable.
- Registers:
- Every Company shall keep and maintain following Registers in the specified format:
- Register of Members MGT-1
- Register of other Security Holders residing outside India MGT-3
- Register of Transfer and Transmission of Shares SH-6
- Register of Charge CHG-7
- Register of Directors
- Register of Investments
- Registers of Directors Interest
- Minutes Book of General Meetings
- Minutes Book of Board Meetings
- Minutes Book of Committees of the Board Meetings
- Index of the Registers
- Minutes of Meetings:
Within 30 days of the conclusion of each meeting, minutes of the general meeting, creditors’ meeting, board of directors, and committee meetings must be written and maintained. The minutes must reflect all appointments made during the meeting. Each meeting’s minutes must be recorded in the Minutes Book, along with the date of the entry.
Appointment of Directors: Each person to be appointed as a Director must provide his consent in Form DIR2, which must be lodged by the Company with the ROC in Form DIR12, within 30 days after appointment,
DIN provisions: Every person who wishes to be appointed as a director must submit an electronic application in Form DIR-3 to the Central Government for a DIN.
Director Qualifications: Declaration from the Director in Form DIR8 at the time of appointment or reappointment. The director must make an annual disclosure.
Director Resignation: The Director must notify the Company of his resignation, which the Company must submit with the ROC in Form DIR12 within 30 days. Details about the resignation will be posted on the company’s website and in the Board Report.
Return of Directors and Key Managerial Personnel (KMP): Within 30 days of appointment or change, the Return of Directors and KMP must be filed with the ROC in Form DIR 12.
Meeting with a shorter notice: For urgent concerns, Annual General Meeting might be called on a shorter notice. It is necessary to get the approval of at least 95% of those who are eligible to vote.
Quorum: One-third or two directors, whichever is higher, shall constitute a quorum. For the purposes of quorum, directors who participate through video conferencing will be counted.
First Auditor: The company’s first auditor shall be appointed by the Board of Directors within a period of 30 days of Incorporation and shall serve until the conclusion of the first annual general meeting.
Subsequent Auditor: In the first Annual General Meeting of the Company the Shareholders shall appoint the auditor, who shall hold office until the conclusion of the sixth Annual General Meeting, and shall notify the ROC by submitting ADT-1. The Company, not the auditor, is responsible for filing Form ADT 1 within 15 days after the auditor’s appointment.
Casual Vacancy of Auditor: If a Casual Vacancy arises as a result of an auditor’s resignation, it must be filled within 30 days of the Board of Directors meeting, subject to General Meeting approval (Annual General Meeting or Extra Ordinary General Meeting). Any auditor chosen to fill a Casual Vacancy will remain in office until the next Annual General Meeting.
ADT-3 (Auditor Resignation Letter): Within 30 days of the date of resignation, the auditor must file Form ADT-3 with the registrar indicating the reason for resigning. The auditor is responsible for filing form ADT-3, which can only be done if the applicable auditor’s ADT-1 has been filed.
Annual General Meeting: Every company must hold an Annual General Meeting on or before September 30th of each year, during business hours (9 a.m. to 6 p.m.), on a day that is not a public holiday, and either at the company’s registered office or within the city, town, or village where the company’s registered office is located. It is necessary to give 21 clear days’ notice for the same.
Financial Statements: Every company must file its financial statements with the Registrar of Companies in E-Form AOC-4 and Form AOC-4 XBRL within 30 days of its Annual General Meeting. The document must be digitally signed by one director and certified by a CA/CS/Cost Accountant in Practice; however, in the case of small businesses, certification is not required.
- Annual Return: Within 60 days of the Annual General Meeting, every business must file its Annual Return in E-Form MGT-7 and MGT-7A with the Registrar of Companies. A Practicing CS must certify a Company with a turnover of INR 50 crore or higher in Form MGT-8.
- Additional Director Regularization: If the firm wants to appoint an additional director as a director, it must do so in a General Meeting by passing a Shareholder Resolution. Within 30 days of the Annual General Meeting, submit form DIR-12 for a change in director designation, alongwith with an ordinary resolution.
- Directors’ Report: The Directors’ Report must be filed within 30 days of the AGM with Form AOC-4,
- Sign Board of Company : Every company must paint or affix the name and address of its registered office and keep it painted/affixed in readable characters outside every office or site where it conducts business.
- Company Letterhead: Every company must have its name, registered office address, CIN, phone number, and email address printed on all business letters, billheads, letter sheets, notices, and other official publications.
- Privileges Granted to Private Businesses:
Private companies are not required to appoint an independent director; they are not required to appoint a woman director; they are not required to form an audit committee; they are not required to form an audit committee; they are not required to appoint a secretarial auditor.
- Permanent Account Number (PAN) Card
- Aadhaar Card / Passport / Driving License / Voter Identity Card
b) Address Proof:
- Telephone Bill / Mobile Bill
- Electricity Bill / Water Bill
- Bank Statement /Bank Passbook with latest transaction (Any one of the Document not older than 2 months)
c) Passport size Photographs – 1 each
Note: All the Copies of Documents must be Self Attested by the applicant
2. Documents to be Signed by Directors:
- Consent to Act as Director: Form DIR-2
- Other Particulars of Subscribers
- Declaration by Subscribers & Director: INC-9
3. Registered Office – Address:
a) No-Objection letter from the Owner of Address to use the address of the registered office of the Company.
b) Address Proof – In the name of the Owner
Electricity Bill, Telephone Bill (Fixed Line Only), Gas Bill or Water Bill (Not older than 2 months)
c) Copy of Registered Sale Deed
Minimum Requirements for a Private Limited Company Registration
Company Name Should Be Unique:
The proposed company name should be unique and should not be similar to or identical to the name of an existing company, LLP, or Registered Trademark.
At Least Two Persons:
A Private Limited Company can be formed by at least two people who will function as the company’s shareholders and directors, with at least one of them being a resident of India.
Capital Requirements:
To register a Private Limited Company, no minimum paid-up capital is required. Investments might be made based on the needs of the company.
The Company’s Key Objects:
Before the company is formed, the company’s main objects must be established in order to describe the company’s business activities.
Compliances required for Private Limited Company:
- The Board’s First Meeting:
The first meeting of the Board of Directors must be convened within 30 days of the company’s Incorporation. Every director shall get notice of the Board Meeting at least 7 days before the meeting.
- Requirement with respect to Board Meetings:
At least four Board Meetings must be held each year, with no more than 120 days between them. For small company, two Board Meetings are sufficient, and the time between meetings should not be less than ninety days.
- Issuing Share Certificates:
Within 60 days of the company’s Incorporation, the company must issue Share Certificates to the memorandum subscribers.
• Directors’ Disclosure of Interest:
Every director shall at the first meeting in which he participates as a director; or the first meeting of the Board in each fiscal year; or whenever the disclosures change shall report his concern or interest in any company, body corporate, firm, or other association of individuals in Form MBP1 (together with a list of relatives and entities of relatives (including shareholding interest).
• Resident Director:
Every company is expected to nominate at least one director who has spent at least 182 days in India during the previous calendar year.
• Changes to the MOA and AOA:
Within 30 days of passing a Special Resolution, every change to the Articles and Memorandum must be filed with the Registrar, along with a copy of the changed Articles, notice of the meeting, and Ordinary Resolution or Special Resolution, as applicable.
- Registers:
- Every Company shall keep and maintain following Registers in the specified format:
- Register of Members MGT-1
- Register of other Security Holders residing outside India MGT-3
- Register of Transfer and Transmission of Shares SH-6
- Register of Charge CHG-7
- Register of Directors
- Register of Investments
- Registers of Directors Interest
- Minutes Book of General Meetings
- Minutes Book of Board Meetings
- Minutes Book of Committees of the Board Meetings
- Index of the Registers
- Minutes of Meetings:
Within 30 days of the conclusion of each meeting, minutes of the general meeting, creditors’ meeting, board of directors, and committee meetings must be written and maintained. The minutes must reflect all appointments made during the meeting. Each meeting’s minutes must be recorded in the Minutes Book, along with the date of the entry.
Appointment of Directors: Each person to be appointed as a Director must provide his consent in Form DIR2, which must be lodged by the Company with the ROC in Form DIR12, within 30 days after appointment,
DIN provisions: Every person who wishes to be appointed as a director must submit an electronic application in Form DIR-3 to the Central Government for a DIN.
Director Qualifications: Declaration from the Director in Form DIR8 at the time of appointment or reappointment. The director must make an annual disclosure.
Director Resignation: The Director must notify the Company of his resignation, which the Company must submit with the ROC in Form DIR12 within 30 days. Details about the resignation will be posted on the company’s website and in the Board Report.
Return of Directors and Key Managerial Personnel (KMP): Within 30 days of appointment or change, the Return of Directors and KMP must be filed with the ROC in Form DIR 12.
Meeting with a shorter notice: For urgent concerns, Annual General Meeting might be called on a shorter notice. It is necessary to get the approval of at least 95% of those who are eligible to vote.
Quorum: One-third or two directors, whichever is higher, shall constitute a quorum. For the purposes of quorum, directors who participate through video conferencing will be counted.
First Auditor: The company’s first auditor shall be appointed by the Board of Directors within a period of 30 days of Incorporation and shall serve until the conclusion of the first annual general meeting.
Subsequent Auditor: In the first Annual General Meeting of the Company the Shareholders shall appoint the auditor, who shall hold office until the conclusion of the sixth Annual General Meeting, and shall notify the ROC by submitting ADT-1. The Company, not the auditor, is responsible for filing Form ADT 1 within 15 days after the auditor’s appointment.
Casual Vacancy of Auditor: If a Casual Vacancy arises as a result of an auditor’s resignation, it must be filled within 30 days of the Board of Directors meeting, subject to General Meeting approval (Annual General Meeting or Extra Ordinary General Meeting). Any auditor chosen to fill a Casual Vacancy will remain in office until the next Annual General Meeting.
ADT-3 (Auditor Resignation Letter): Within 30 days of the date of resignation, the auditor must file Form ADT-3 with the registrar indicating the reason for resigning. The auditor is responsible for filing form ADT-3, which can only be done if the applicable auditor’s ADT-1 has been filed.
Annual General Meeting: Every company must hold an Annual General Meeting on or before September 30th of each year, during business hours (9 a.m. to 6 p.m.), on a day that is not a public holiday, and either at the company’s registered office or within the city, town, or village where the company’s registered office is located. It is necessary to give 21 clear days’ notice for the same.
Financial Statements: Every company must file its financial statements with the Registrar of Companies in E-Form AOC-4 and Form AOC-4 XBRL within 30 days of its Annual General Meeting. The document must be digitally signed by one director and certified by a CA/CS/Cost Accountant in Practice; however, in the case of small businesses, certification is not required.
- Annual Return: Within 60 days of the Annual General Meeting, every business must file its Annual Return in E-Form MGT-7 and MGT-7A with the Registrar of Companies. A Practicing CS must certify a Company with a turnover of INR 50 crore or higher in Form MGT-8.
- Additional Director Regularization: If the firm wants to appoint an additional director as a director, it must do so in a General Meeting by passing a Shareholder Resolution. Within 30 days of the Annual General Meeting, submit form DIR-12 for a change in director designation, alongwith with an ordinary resolution.
- Directors’ Report: The Directors’ Report must be filed within 30 days of the AGM with Form AOC-4,
- Sign Board of Company : Every company must paint or affix the name and address of its registered office and keep it painted/affixed in readable characters outside every office or site where it conducts business.
- Company Letterhead: Every company must have its name, registered office address, CIN, phone number, and email address printed on all business letters, billheads, letter sheets, notices, and other official publications.
- Privileges Granted to Private Businesses:
Private companies are not required to appoint an independent director; they are not required to appoint a woman director; they are not required to form an audit committee; they are not required to form an audit committee; they are not required to appoint a secretarial auditor.
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Step 2:Obtaining Digital Signature Certificates:
Once the proposed company’s name has been approved, the next step is to obtain DSCs for all of the promoter directors and subscribers.
Step 3:
Spice E Forms for Private Limited Company Incorporation:
Spice E Forms for Private Limited Company Incorporation are filed with MCA alongwith Memorandum and Articles of Association of the Company and pay the required Government fees including Stamp Duty, as applicable.
Step 4:
Certificate of Incorporation, PAN and TAN:
The Registrar shall review the filed forms and their attachments, and if the filed forms are correct and meet the provisions of the Companies Act, 2013 and the rules issued thereunder, he shall issue a Certificate of Incorporation.
PAN and TAN of the Company : PAN and TAN will be issued alongwith the Certificate of Incorporation.
Required Documents for Incorporation of Private Limited Company
1.Documents from Directors and Shareholders:
a) Identity Proof:
- Permanent Account Number (PAN) Card
- Aadhaar Card / Passport / Driving License / Voter Identity Card
b) Address Proof:
- Telephone Bill / Mobile Bill
- Electricity Bill / Water Bill
- Bank Statement /Bank Passbook with latest transaction (Any one of the Document not older than 2 months)
c) Passport size Photographs – 1 each
Note: All the Copies of Documents must be Self Attested by the applicant
2. Documents to be Signed by Directors:
- Consent to Act as Director: Form DIR-2
- Other Particulars of Subscribers
- Declaration by Subscribers & Director: INC-9
3. Registered Office – Address:
a) No-Objection letter from the Owner of Address to use the address of the registered office of the Company.
b) Address Proof – In the name of the Owner
Electricity Bill, Telephone Bill (Fixed Line Only), Gas Bill or Water Bill (Not older than 2 months)
c) Copy of Registered Sale Deed
Minimum Requirements for a Private Limited Company Registration
Company Name Should Be Unique:
The proposed company name should be unique and should not be similar to or identical to the name of an existing company, LLP, or Registered Trademark.
At Least Two Persons:
A Private Limited Company can be formed by at least two people who will function as the company’s shareholders and directors, with at least one of them being a resident of India.
Capital Requirements:
To register a Private Limited Company, no minimum paid-up capital is required. Investments might be made based on the needs of the company.
The Company’s Key Objects:
Before the company is formed, the company’s main objects must be established in order to describe the company’s business activities.
Compliances required for Private Limited Company:
- The Board’s First Meeting:
The first meeting of the Board of Directors must be convened within 30 days of the company’s Incorporation. Every director shall get notice of the Board Meeting at least 7 days before the meeting.
- Requirement with respect to Board Meetings:
At least four Board Meetings must be held each year, with no more than 120 days between them. For small company, two Board Meetings are sufficient, and the time between meetings should not be less than ninety days.
- Issuing Share Certificates:
Within 60 days of the company’s Incorporation, the company must issue Share Certificates to the memorandum subscribers.
• Directors’ Disclosure of Interest:
Every director shall at the first meeting in which he participates as a director; or the first meeting of the Board in each fiscal year; or whenever the disclosures change shall report his concern or interest in any company, body corporate, firm, or other association of individuals in Form MBP1 (together with a list of relatives and entities of relatives (including shareholding interest).
• Resident Director:
Every company is expected to nominate at least one director who has spent at least 182 days in India during the previous calendar year.
• Changes to the MOA and AOA:
Within 30 days of passing a Special Resolution, every change to the Articles and Memorandum must be filed with the Registrar, along with a copy of the changed Articles, notice of the meeting, and Ordinary Resolution or Special Resolution, as applicable.
- Registers:
- Every Company shall keep and maintain following Registers in the specified format:
- Register of Members MGT-1
- Register of other Security Holders residing outside India MGT-3
- Register of Transfer and Transmission of Shares SH-6
- Register of Charge CHG-7
- Register of Directors
- Register of Investments
- Registers of Directors Interest
- Minutes Book of General Meetings
- Minutes Book of Board Meetings
- Minutes Book of Committees of the Board Meetings
- Index of the Registers
- Minutes of Meetings:
Within 30 days of the conclusion of each meeting, minutes of the general meeting, creditors’ meeting, board of directors, and committee meetings must be written and maintained. The minutes must reflect all appointments made during the meeting. Each meeting’s minutes must be recorded in the Minutes Book, along with the date of the entry.
Appointment of Directors: Each person to be appointed as a Director must provide his consent in Form DIR2, which must be lodged by the Company with the ROC in Form DIR12, within 30 days after appointment,
DIN provisions: Every person who wishes to be appointed as a director must submit an electronic application in Form DIR-3 to the Central Government for a DIN.
Director Qualifications: Declaration from the Director in Form DIR8 at the time of appointment or reappointment. The director must make an annual disclosure.
Director Resignation: The Director must notify the Company of his resignation, which the Company must submit with the ROC in Form DIR12 within 30 days. Details about the resignation will be posted on the company’s website and in the Board Report.
Return of Directors and Key Managerial Personnel (KMP): Within 30 days of appointment or change, the Return of Directors and KMP must be filed with the ROC in Form DIR 12.
Meeting with a shorter notice: For urgent concerns, Annual General Meeting might be called on a shorter notice. It is necessary to get the approval of at least 95% of those who are eligible to vote.
Quorum: One-third or two directors, whichever is higher, shall constitute a quorum. For the purposes of quorum, directors who participate through video conferencing will be counted.
First Auditor: The company’s first auditor shall be appointed by the Board of Directors within a period of 30 days of Incorporation and shall serve until the conclusion of the first annual general meeting.
Subsequent Auditor: In the first Annual General Meeting of the Company the Shareholders shall appoint the auditor, who shall hold office until the conclusion of the sixth Annual General Meeting, and shall notify the ROC by submitting ADT-1. The Company, not the auditor, is responsible for filing Form ADT 1 within 15 days after the auditor’s appointment.
Casual Vacancy of Auditor: If a Casual Vacancy arises as a result of an auditor’s resignation, it must be filled within 30 days of the Board of Directors meeting, subject to General Meeting approval (Annual General Meeting or Extra Ordinary General Meeting). Any auditor chosen to fill a Casual Vacancy will remain in office until the next Annual General Meeting.
ADT-3 (Auditor Resignation Letter): Within 30 days of the date of resignation, the auditor must file Form ADT-3 with the registrar indicating the reason for resigning. The auditor is responsible for filing form ADT-3, which can only be done if the applicable auditor’s ADT-1 has been filed.
Annual General Meeting: Every company must hold an Annual General Meeting on or before September 30th of each year, during business hours (9 a.m. to 6 p.m.), on a day that is not a public holiday, and either at the company’s registered office or within the city, town, or village where the company’s registered office is located. It is necessary to give 21 clear days’ notice for the same.
Financial Statements: Every company must file its financial statements with the Registrar of Companies in E-Form AOC-4 and Form AOC-4 XBRL within 30 days of its Annual General Meeting. The document must be digitally signed by one director and certified by a CA/CS/Cost Accountant in Practice; however, in the case of small businesses, certification is not required.
- Annual Return: Within 60 days of the Annual General Meeting, every business must file its Annual Return in E-Form MGT-7 and MGT-7A with the Registrar of Companies. A Practicing CS must certify a Company with a turnover of INR 50 crore or higher in Form MGT-8.
- Additional Director Regularization: If the firm wants to appoint an additional director as a director, it must do so in a General Meeting by passing a Shareholder Resolution. Within 30 days of the Annual General Meeting, submit form DIR-12 for a change in director designation, alongwith with an ordinary resolution.
- Directors’ Report: The Directors’ Report must be filed within 30 days of the AGM with Form AOC-4,
- Sign Board of Company : Every company must paint or affix the name and address of its registered office and keep it painted/affixed in readable characters outside every office or site where it conducts business.
- Company Letterhead: Every company must have its name, registered office address, CIN, phone number, and email address printed on all business letters, billheads, letter sheets, notices, and other official publications.
- Privileges Granted to Private Businesses:
Private companies are not required to appoint an independent director; they are not required to appoint a woman director; they are not required to form an audit committee; they are not required to form an audit committee; they are not required to appoint a secretarial auditor.
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- These are some characteristics that set private Companys apart from other types of businesses:
- A private Company must have at least two members and a maximum of 200.
- Maximum 200 members does not include
- present and former employees who are also members
- more than two persons who own shares jointly are treated as a single member
- • All private Companys must include the terms “Private Limited” or “Pvt. Ltd.” in their names, and they cannot freely transfer their shares to the public.
- A One Person Company is a type of private company.
- Under the Companies Act, 2013, even small companies with limited paid-up share capitals and turnover quantities, as defined by Section 2(85), are recognised as private companies.
- As per Section 149(1) of Companies Act, 2013 requires that every private company shall have minimum two directors.
What are the steps to incorporate a Private Limited Company?
Step 1:
Application for Reservation of Name:
An application for reservation of name of a private limited company must be filed in RUN Form and accompanied by a government fee of Rs. 1000/-. If the name(s) applied are unique and are not identical/similar to an existing Company/LLP/Trademark, MCA will allow the name(s) for 20 days, otherwise the RUN form will be sent for re-submission, and we will be able to apply two new names by re-submitting the RUN form in the above mentioned Govt. Fee of Rs 1000/-, which we have already paid.
Step 2:Obtaining Digital Signature Certificates:
Once the proposed company’s name has been approved, the next step is to obtain DSCs for all of the promoter directors and subscribers.
Step 3:
Spice E Forms for Private Limited Company Incorporation:
Spice E Forms for Private Limited Company Incorporation are filed with MCA alongwith Memorandum and Articles of Association of the Company and pay the required Government fees including Stamp Duty, as applicable.
Step 4:
Certificate of Incorporation, PAN and TAN:
The Registrar shall review the filed forms and their attachments, and if the filed forms are correct and meet the provisions of the Companies Act, 2013 and the rules issued thereunder, he shall issue a Certificate of Incorporation.
PAN and TAN of the Company : PAN and TAN will be issued alongwith the Certificate of Incorporation.
Required Documents for Incorporation of Private Limited Company
1.Documents from Directors and Shareholders:
a) Identity Proof:
- Permanent Account Number (PAN) Card
- Aadhaar Card / Passport / Driving License / Voter Identity Card
b) Address Proof:
- Telephone Bill / Mobile Bill
- Electricity Bill / Water Bill
- Bank Statement /Bank Passbook with latest transaction (Any one of the Document not older than 2 months)
c) Passport size Photographs – 1 each
Note: All the Copies of Documents must be Self Attested by the applicant
2. Documents to be Signed by Directors:
- Consent to Act as Director: Form DIR-2
- Other Particulars of Subscribers
- Declaration by Subscribers & Director: INC-9
3. Registered Office – Address:
a) No-Objection letter from the Owner of Address to use the address of the registered office of the Company.
b) Address Proof – In the name of the Owner
Electricity Bill, Telephone Bill (Fixed Line Only), Gas Bill or Water Bill (Not older than 2 months)
c) Copy of Registered Sale Deed
Minimum Requirements for a Private Limited Company Registration
Company Name Should Be Unique:
The proposed company name should be unique and should not be similar to or identical to the name of an existing company, LLP, or Registered Trademark.
At Least Two Persons:
A Private Limited Company can be formed by at least two people who will function as the company’s shareholders and directors, with at least one of them being a resident of India.
Capital Requirements:
To register a Private Limited Company, no minimum paid-up capital is required. Investments might be made based on the needs of the company.
The Company’s Key Objects:
Before the company is formed, the company’s main objects must be established in order to describe the company’s business activities.
Compliances required for Private Limited Company:
- The Board’s First Meeting:
The first meeting of the Board of Directors must be convened within 30 days of the company’s Incorporation. Every director shall get notice of the Board Meeting at least 7 days before the meeting.
- Requirement with respect to Board Meetings:
At least four Board Meetings must be held each year, with no more than 120 days between them. For small company, two Board Meetings are sufficient, and the time between meetings should not be less than ninety days.
- Issuing Share Certificates:
Within 60 days of the company’s Incorporation, the company must issue Share Certificates to the memorandum subscribers.
• Directors’ Disclosure of Interest:
Every director shall at the first meeting in which he participates as a director; or the first meeting of the Board in each fiscal year; or whenever the disclosures change shall report his concern or interest in any company, body corporate, firm, or other association of individuals in Form MBP1 (together with a list of relatives and entities of relatives (including shareholding interest).
• Resident Director:
Every company is expected to nominate at least one director who has spent at least 182 days in India during the previous calendar year.
• Changes to the MOA and AOA:
Within 30 days of passing a Special Resolution, every change to the Articles and Memorandum must be filed with the Registrar, along with a copy of the changed Articles, notice of the meeting, and Ordinary Resolution or Special Resolution, as applicable.
- Registers:
- Every Company shall keep and maintain following Registers in the specified format:
- Register of Members MGT-1
- Register of other Security Holders residing outside India MGT-3
- Register of Transfer and Transmission of Shares SH-6
- Register of Charge CHG-7
- Register of Directors
- Register of Investments
- Registers of Directors Interest
- Minutes Book of General Meetings
- Minutes Book of Board Meetings
- Minutes Book of Committees of the Board Meetings
- Index of the Registers
- Minutes of Meetings:
Within 30 days of the conclusion of each meeting, minutes of the general meeting, creditors’ meeting, board of directors, and committee meetings must be written and maintained. The minutes must reflect all appointments made during the meeting. Each meeting’s minutes must be recorded in the Minutes Book, along with the date of the entry.
Appointment of Directors: Each person to be appointed as a Director must provide his consent in Form DIR2, which must be lodged by the Company with the ROC in Form DIR12, within 30 days after appointment,
DIN provisions: Every person who wishes to be appointed as a director must submit an electronic application in Form DIR-3 to the Central Government for a DIN.
Director Qualifications: Declaration from the Director in Form DIR8 at the time of appointment or reappointment. The director must make an annual disclosure.
Director Resignation: The Director must notify the Company of his resignation, which the Company must submit with the ROC in Form DIR12 within 30 days. Details about the resignation will be posted on the company’s website and in the Board Report.
Return of Directors and Key Managerial Personnel (KMP): Within 30 days of appointment or change, the Return of Directors and KMP must be filed with the ROC in Form DIR 12.
Meeting with a shorter notice: For urgent concerns, Annual General Meeting might be called on a shorter notice. It is necessary to get the approval of at least 95% of those who are eligible to vote.
Quorum: One-third or two directors, whichever is higher, shall constitute a quorum. For the purposes of quorum, directors who participate through video conferencing will be counted.
First Auditor: The company’s first auditor shall be appointed by the Board of Directors within a period of 30 days of Incorporation and shall serve until the conclusion of the first annual general meeting.
Subsequent Auditor: In the first Annual General Meeting of the Company the Shareholders shall appoint the auditor, who shall hold office until the conclusion of the sixth Annual General Meeting, and shall notify the ROC by submitting ADT-1. The Company, not the auditor, is responsible for filing Form ADT 1 within 15 days after the auditor’s appointment.
Casual Vacancy of Auditor: If a Casual Vacancy arises as a result of an auditor’s resignation, it must be filled within 30 days of the Board of Directors meeting, subject to General Meeting approval (Annual General Meeting or Extra Ordinary General Meeting). Any auditor chosen to fill a Casual Vacancy will remain in office until the next Annual General Meeting.
ADT-3 (Auditor Resignation Letter): Within 30 days of the date of resignation, the auditor must file Form ADT-3 with the registrar indicating the reason for resigning. The auditor is responsible for filing form ADT-3, which can only be done if the applicable auditor’s ADT-1 has been filed.
Annual General Meeting: Every company must hold an Annual General Meeting on or before September 30th of each year, during business hours (9 a.m. to 6 p.m.), on a day that is not a public holiday, and either at the company’s registered office or within the city, town, or village where the company’s registered office is located. It is necessary to give 21 clear days’ notice for the same.
Financial Statements: Every company must file its financial statements with the Registrar of Companies in E-Form AOC-4 and Form AOC-4 XBRL within 30 days of its Annual General Meeting. The document must be digitally signed by one director and certified by a CA/CS/Cost Accountant in Practice; however, in the case of small businesses, certification is not required.
- Annual Return: Within 60 days of the Annual General Meeting, every business must file its Annual Return in E-Form MGT-7 and MGT-7A with the Registrar of Companies. A Practicing CS must certify a Company with a turnover of INR 50 crore or higher in Form MGT-8.
- Additional Director Regularization: If the firm wants to appoint an additional director as a director, it must do so in a General Meeting by passing a Shareholder Resolution. Within 30 days of the Annual General Meeting, submit form DIR-12 for a change in director designation, alongwith with an ordinary resolution.
- Directors’ Report: The Directors’ Report must be filed within 30 days of the AGM with Form AOC-4,
- Sign Board of Company : Every company must paint or affix the name and address of its registered office and keep it painted/affixed in readable characters outside every office or site where it conducts business.
- Company Letterhead: Every company must have its name, registered office address, CIN, phone number, and email address printed on all business letters, billheads, letter sheets, notices, and other official publications.
- Privileges Granted to Private Businesses:
Private companies are not required to appoint an independent director; they are not required to appoint a woman director; they are not required to form an audit committee; they are not required to form an audit committee; they are not required to appoint a secretarial auditor.
[/vc_column_text][/vc_column][/vc_row]
- Characteristics of Private Businesses
- These are some characteristics that set private Companys apart from other types of businesses:
- A private Company must have at least two members and a maximum of 200.
- Maximum 200 members does not include
- present and former employees who are also members
- more than two persons who own shares jointly are treated as a single member
- • All private Companys must include the terms “Private Limited” or “Pvt. Ltd.” in their names, and they cannot freely transfer their shares to the public.
- A One Person Company is a type of private company.
- Under the Companies Act, 2013, even small companies with limited paid-up share capitals and turnover quantities, as defined by Section 2(85), are recognised as private companies.
- As per Section 149(1) of Companies Act, 2013 requires that every private company shall have minimum two directors.
What are the steps to incorporate a Private Limited Company?
Step 1:
Application for Reservation of Name:
An application for reservation of name of a private limited company must be filed in RUN Form and accompanied by a government fee of Rs. 1000/-. If the name(s) applied are unique and are not identical/similar to an existing Company/LLP/Trademark, MCA will allow the name(s) for 20 days, otherwise the RUN form will be sent for re-submission, and we will be able to apply two new names by re-submitting the RUN form in the above mentioned Govt. Fee of Rs 1000/-, which we have already paid.
Step 2:Obtaining Digital Signature Certificates:
Once the proposed company’s name has been approved, the next step is to obtain DSCs for all of the promoter directors and subscribers.
Step 3:
Spice E Forms for Private Limited Company Incorporation:
Spice E Forms for Private Limited Company Incorporation are filed with MCA alongwith Memorandum and Articles of Association of the Company and pay the required Government fees including Stamp Duty, as applicable.
Step 4:
Certificate of Incorporation, PAN and TAN:
The Registrar shall review the filed forms and their attachments, and if the filed forms are correct and meet the provisions of the Companies Act, 2013 and the rules issued thereunder, he shall issue a Certificate of Incorporation.
PAN and TAN of the Company : PAN and TAN will be issued alongwith the Certificate of Incorporation.
Required Documents for Incorporation of Private Limited Company
1.Documents from Directors and Shareholders:
a) Identity Proof:
- Permanent Account Number (PAN) Card
- Aadhaar Card / Passport / Driving License / Voter Identity Card
b) Address Proof:
- Telephone Bill / Mobile Bill
- Electricity Bill / Water Bill
- Bank Statement /Bank Passbook with latest transaction (Any one of the Document not older than 2 months)
c) Passport size Photographs – 1 each
Note: All the Copies of Documents must be Self Attested by the applicant
2. Documents to be Signed by Directors:
- Consent to Act as Director: Form DIR-2
- Other Particulars of Subscribers
- Declaration by Subscribers & Director: INC-9
3. Registered Office – Address:
a) No-Objection letter from the Owner of Address to use the address of the registered office of the Company.
b) Address Proof – In the name of the Owner
Electricity Bill, Telephone Bill (Fixed Line Only), Gas Bill or Water Bill (Not older than 2 months)
c) Copy of Registered Sale Deed
Minimum Requirements for a Private Limited Company Registration
Company Name Should Be Unique:
The proposed company name should be unique and should not be similar to or identical to the name of an existing company, LLP, or Registered Trademark.
At Least Two Persons:
A Private Limited Company can be formed by at least two people who will function as the company’s shareholders and directors, with at least one of them being a resident of India.
Capital Requirements:
To register a Private Limited Company, no minimum paid-up capital is required. Investments might be made based on the needs of the company.
The Company’s Key Objects:
Before the company is formed, the company’s main objects must be established in order to describe the company’s business activities.
Compliances required for Private Limited Company:
- The Board’s First Meeting:
The first meeting of the Board of Directors must be convened within 30 days of the company’s Incorporation. Every director shall get notice of the Board Meeting at least 7 days before the meeting.
- Requirement with respect to Board Meetings:
At least four Board Meetings must be held each year, with no more than 120 days between them. For small company, two Board Meetings are sufficient, and the time between meetings should not be less than ninety days.
- Issuing Share Certificates:
Within 60 days of the company’s Incorporation, the company must issue Share Certificates to the memorandum subscribers.
• Directors’ Disclosure of Interest:
Every director shall at the first meeting in which he participates as a director; or the first meeting of the Board in each fiscal year; or whenever the disclosures change shall report his concern or interest in any company, body corporate, firm, or other association of individuals in Form MBP1 (together with a list of relatives and entities of relatives (including shareholding interest).
• Resident Director:
Every company is expected to nominate at least one director who has spent at least 182 days in India during the previous calendar year.
• Changes to the MOA and AOA:
Within 30 days of passing a Special Resolution, every change to the Articles and Memorandum must be filed with the Registrar, along with a copy of the changed Articles, notice of the meeting, and Ordinary Resolution or Special Resolution, as applicable.
- Registers:
- Every Company shall keep and maintain following Registers in the specified format:
- Register of Members MGT-1
- Register of other Security Holders residing outside India MGT-3
- Register of Transfer and Transmission of Shares SH-6
- Register of Charge CHG-7
- Register of Directors
- Register of Investments
- Registers of Directors Interest
- Minutes Book of General Meetings
- Minutes Book of Board Meetings
- Minutes Book of Committees of the Board Meetings
- Index of the Registers
- Minutes of Meetings:
Within 30 days of the conclusion of each meeting, minutes of the general meeting, creditors’ meeting, board of directors, and committee meetings must be written and maintained. The minutes must reflect all appointments made during the meeting. Each meeting’s minutes must be recorded in the Minutes Book, along with the date of the entry.
Appointment of Directors: Each person to be appointed as a Director must provide his consent in Form DIR2, which must be lodged by the Company with the ROC in Form DIR12, within 30 days after appointment,
DIN provisions: Every person who wishes to be appointed as a director must submit an electronic application in Form DIR-3 to the Central Government for a DIN.
Director Qualifications: Declaration from the Director in Form DIR8 at the time of appointment or reappointment. The director must make an annual disclosure.
Director Resignation: The Director must notify the Company of his resignation, which the Company must submit with the ROC in Form DIR12 within 30 days. Details about the resignation will be posted on the company’s website and in the Board Report.
Return of Directors and Key Managerial Personnel (KMP): Within 30 days of appointment or change, the Return of Directors and KMP must be filed with the ROC in Form DIR 12.
Meeting with a shorter notice: For urgent concerns, Annual General Meeting might be called on a shorter notice. It is necessary to get the approval of at least 95% of those who are eligible to vote.
Quorum: One-third or two directors, whichever is higher, shall constitute a quorum. For the purposes of quorum, directors who participate through video conferencing will be counted.
First Auditor: The company’s first auditor shall be appointed by the Board of Directors within a period of 30 days of Incorporation and shall serve until the conclusion of the first annual general meeting.
Subsequent Auditor: In the first Annual General Meeting of the Company the Shareholders shall appoint the auditor, who shall hold office until the conclusion of the sixth Annual General Meeting, and shall notify the ROC by submitting ADT-1. The Company, not the auditor, is responsible for filing Form ADT 1 within 15 days after the auditor’s appointment.
Casual Vacancy of Auditor: If a Casual Vacancy arises as a result of an auditor’s resignation, it must be filled within 30 days of the Board of Directors meeting, subject to General Meeting approval (Annual General Meeting or Extra Ordinary General Meeting). Any auditor chosen to fill a Casual Vacancy will remain in office until the next Annual General Meeting.
ADT-3 (Auditor Resignation Letter): Within 30 days of the date of resignation, the auditor must file Form ADT-3 with the registrar indicating the reason for resigning. The auditor is responsible for filing form ADT-3, which can only be done if the applicable auditor’s ADT-1 has been filed.
Annual General Meeting: Every company must hold an Annual General Meeting on or before September 30th of each year, during business hours (9 a.m. to 6 p.m.), on a day that is not a public holiday, and either at the company’s registered office or within the city, town, or village where the company’s registered office is located. It is necessary to give 21 clear days’ notice for the same.
Financial Statements: Every company must file its financial statements with the Registrar of Companies in E-Form AOC-4 and Form AOC-4 XBRL within 30 days of its Annual General Meeting. The document must be digitally signed by one director and certified by a CA/CS/Cost Accountant in Practice; however, in the case of small businesses, certification is not required.
- Annual Return: Within 60 days of the Annual General Meeting, every business must file its Annual Return in E-Form MGT-7 and MGT-7A with the Registrar of Companies. A Practicing CS must certify a Company with a turnover of INR 50 crore or higher in Form MGT-8.
- Additional Director Regularization: If the firm wants to appoint an additional director as a director, it must do so in a General Meeting by passing a Shareholder Resolution. Within 30 days of the Annual General Meeting, submit form DIR-12 for a change in director designation, alongwith with an ordinary resolution.
- Directors’ Report: The Directors’ Report must be filed within 30 days of the AGM with Form AOC-4,
- Sign Board of Company : Every company must paint or affix the name and address of its registered office and keep it painted/affixed in readable characters outside every office or site where it conducts business.
- Company Letterhead: Every company must have its name, registered office address, CIN, phone number, and email address printed on all business letters, billheads, letter sheets, notices, and other official publications.
- Privileges Granted to Private Businesses:
Private companies are not required to appoint an independent director; they are not required to appoint a woman director; they are not required to form an audit committee; they are not required to form an audit committee; they are not required to appoint a secretarial auditor.
[/vc_column_text][/vc_column][/vc_row]
- preventing the general public from subscribing to their shares
- Characteristics of Private Businesses
- These are some characteristics that set private Companys apart from other types of businesses:
- A private Company must have at least two members and a maximum of 200.
- Maximum 200 members does not include
- present and former employees who are also members
- more than two persons who own shares jointly are treated as a single member
- • All private Companys must include the terms “Private Limited” or “Pvt. Ltd.” in their names, and they cannot freely transfer their shares to the public.
- A One Person Company is a type of private company.
- Under the Companies Act, 2013, even small companies with limited paid-up share capitals and turnover quantities, as defined by Section 2(85), are recognised as private companies.
- As per Section 149(1) of Companies Act, 2013 requires that every private company shall have minimum two directors.
What are the steps to incorporate a Private Limited Company?
Step 1:
Application for Reservation of Name:
An application for reservation of name of a private limited company must be filed in RUN Form and accompanied by a government fee of Rs. 1000/-. If the name(s) applied are unique and are not identical/similar to an existing Company/LLP/Trademark, MCA will allow the name(s) for 20 days, otherwise the RUN form will be sent for re-submission, and we will be able to apply two new names by re-submitting the RUN form in the above mentioned Govt. Fee of Rs 1000/-, which we have already paid.
Step 2:Obtaining Digital Signature Certificates:
Once the proposed company’s name has been approved, the next step is to obtain DSCs for all of the promoter directors and subscribers.
Step 3:
Spice E Forms for Private Limited Company Incorporation:
Spice E Forms for Private Limited Company Incorporation are filed with MCA alongwith Memorandum and Articles of Association of the Company and pay the required Government fees including Stamp Duty, as applicable.
Step 4:
Certificate of Incorporation, PAN and TAN:
The Registrar shall review the filed forms and their attachments, and if the filed forms are correct and meet the provisions of the Companies Act, 2013 and the rules issued thereunder, he shall issue a Certificate of Incorporation.
PAN and TAN of the Company : PAN and TAN will be issued alongwith the Certificate of Incorporation.
Required Documents for Incorporation of Private Limited Company
1.Documents from Directors and Shareholders:
a) Identity Proof:
- Permanent Account Number (PAN) Card
- Aadhaar Card / Passport / Driving License / Voter Identity Card
b) Address Proof:
- Telephone Bill / Mobile Bill
- Electricity Bill / Water Bill
- Bank Statement /Bank Passbook with latest transaction (Any one of the Document not older than 2 months)
c) Passport size Photographs – 1 each
Note: All the Copies of Documents must be Self Attested by the applicant
2. Documents to be Signed by Directors:
- Consent to Act as Director: Form DIR-2
- Other Particulars of Subscribers
- Declaration by Subscribers & Director: INC-9
3. Registered Office – Address:
a) No-Objection letter from the Owner of Address to use the address of the registered office of the Company.
b) Address Proof – In the name of the Owner
Electricity Bill, Telephone Bill (Fixed Line Only), Gas Bill or Water Bill (Not older than 2 months)
c) Copy of Registered Sale Deed
Minimum Requirements for a Private Limited Company Registration
Company Name Should Be Unique:
The proposed company name should be unique and should not be similar to or identical to the name of an existing company, LLP, or Registered Trademark.
At Least Two Persons:
A Private Limited Company can be formed by at least two people who will function as the company’s shareholders and directors, with at least one of them being a resident of India.
Capital Requirements:
To register a Private Limited Company, no minimum paid-up capital is required. Investments might be made based on the needs of the company.
The Company’s Key Objects:
Before the company is formed, the company’s main objects must be established in order to describe the company’s business activities.
Compliances required for Private Limited Company:
- The Board’s First Meeting:
The first meeting of the Board of Directors must be convened within 30 days of the company’s Incorporation. Every director shall get notice of the Board Meeting at least 7 days before the meeting.
- Requirement with respect to Board Meetings:
At least four Board Meetings must be held each year, with no more than 120 days between them. For small company, two Board Meetings are sufficient, and the time between meetings should not be less than ninety days.
- Issuing Share Certificates:
Within 60 days of the company’s Incorporation, the company must issue Share Certificates to the memorandum subscribers.
• Directors’ Disclosure of Interest:
Every director shall at the first meeting in which he participates as a director; or the first meeting of the Board in each fiscal year; or whenever the disclosures change shall report his concern or interest in any company, body corporate, firm, or other association of individuals in Form MBP1 (together with a list of relatives and entities of relatives (including shareholding interest).
• Resident Director:
Every company is expected to nominate at least one director who has spent at least 182 days in India during the previous calendar year.
• Changes to the MOA and AOA:
Within 30 days of passing a Special Resolution, every change to the Articles and Memorandum must be filed with the Registrar, along with a copy of the changed Articles, notice of the meeting, and Ordinary Resolution or Special Resolution, as applicable.
- Registers:
- Every Company shall keep and maintain following Registers in the specified format:
- Register of Members MGT-1
- Register of other Security Holders residing outside India MGT-3
- Register of Transfer and Transmission of Shares SH-6
- Register of Charge CHG-7
- Register of Directors
- Register of Investments
- Registers of Directors Interest
- Minutes Book of General Meetings
- Minutes Book of Board Meetings
- Minutes Book of Committees of the Board Meetings
- Index of the Registers
- Minutes of Meetings:
Within 30 days of the conclusion of each meeting, minutes of the general meeting, creditors’ meeting, board of directors, and committee meetings must be written and maintained. The minutes must reflect all appointments made during the meeting. Each meeting’s minutes must be recorded in the Minutes Book, along with the date of the entry.
Appointment of Directors: Each person to be appointed as a Director must provide his consent in Form DIR2, which must be lodged by the Company with the ROC in Form DIR12, within 30 days after appointment,
DIN provisions: Every person who wishes to be appointed as a director must submit an electronic application in Form DIR-3 to the Central Government for a DIN.
Director Qualifications: Declaration from the Director in Form DIR8 at the time of appointment or reappointment. The director must make an annual disclosure.
Director Resignation: The Director must notify the Company of his resignation, which the Company must submit with the ROC in Form DIR12 within 30 days. Details about the resignation will be posted on the company’s website and in the Board Report.
Return of Directors and Key Managerial Personnel (KMP): Within 30 days of appointment or change, the Return of Directors and KMP must be filed with the ROC in Form DIR 12.
Meeting with a shorter notice: For urgent concerns, Annual General Meeting might be called on a shorter notice. It is necessary to get the approval of at least 95% of those who are eligible to vote.
Quorum: One-third or two directors, whichever is higher, shall constitute a quorum. For the purposes of quorum, directors who participate through video conferencing will be counted.
First Auditor: The company’s first auditor shall be appointed by the Board of Directors within a period of 30 days of Incorporation and shall serve until the conclusion of the first annual general meeting.
Subsequent Auditor: In the first Annual General Meeting of the Company the Shareholders shall appoint the auditor, who shall hold office until the conclusion of the sixth Annual General Meeting, and shall notify the ROC by submitting ADT-1. The Company, not the auditor, is responsible for filing Form ADT 1 within 15 days after the auditor’s appointment.
Casual Vacancy of Auditor: If a Casual Vacancy arises as a result of an auditor’s resignation, it must be filled within 30 days of the Board of Directors meeting, subject to General Meeting approval (Annual General Meeting or Extra Ordinary General Meeting). Any auditor chosen to fill a Casual Vacancy will remain in office until the next Annual General Meeting.
ADT-3 (Auditor Resignation Letter): Within 30 days of the date of resignation, the auditor must file Form ADT-3 with the registrar indicating the reason for resigning. The auditor is responsible for filing form ADT-3, which can only be done if the applicable auditor’s ADT-1 has been filed.
Annual General Meeting: Every company must hold an Annual General Meeting on or before September 30th of each year, during business hours (9 a.m. to 6 p.m.), on a day that is not a public holiday, and either at the company’s registered office or within the city, town, or village where the company’s registered office is located. It is necessary to give 21 clear days’ notice for the same.
Financial Statements: Every company must file its financial statements with the Registrar of Companies in E-Form AOC-4 and Form AOC-4 XBRL within 30 days of its Annual General Meeting. The document must be digitally signed by one director and certified by a CA/CS/Cost Accountant in Practice; however, in the case of small businesses, certification is not required.
- Annual Return: Within 60 days of the Annual General Meeting, every business must file its Annual Return in E-Form MGT-7 and MGT-7A with the Registrar of Companies. A Practicing CS must certify a Company with a turnover of INR 50 crore or higher in Form MGT-8.
- Additional Director Regularization: If the firm wants to appoint an additional director as a director, it must do so in a General Meeting by passing a Shareholder Resolution. Within 30 days of the Annual General Meeting, submit form DIR-12 for a change in director designation, alongwith with an ordinary resolution.
- Directors’ Report: The Directors’ Report must be filed within 30 days of the AGM with Form AOC-4,
- Sign Board of Company : Every company must paint or affix the name and address of its registered office and keep it painted/affixed in readable characters outside every office or site where it conducts business.
- Company Letterhead: Every company must have its name, registered office address, CIN, phone number, and email address printed on all business letters, billheads, letter sheets, notices, and other official publications.
- Privileges Granted to Private Businesses:
Private companies are not required to appoint an independent director; they are not required to appoint a woman director; they are not required to form an audit committee; they are not required to form an audit committee; they are not required to appoint a secretarial auditor.
[/vc_column_text][/vc_column][/vc_row]
- impose restrictions on the transferability of shares to public
- preventing the general public from subscribing to their shares
- Characteristics of Private Businesses
- These are some characteristics that set private Companys apart from other types of businesses:
- A private Company must have at least two members and a maximum of 200.
- Maximum 200 members does not include
- present and former employees who are also members
- more than two persons who own shares jointly are treated as a single member
- • All private Companys must include the terms “Private Limited” or “Pvt. Ltd.” in their names, and they cannot freely transfer their shares to the public.
- A One Person Company is a type of private company.
- Under the Companies Act, 2013, even small companies with limited paid-up share capitals and turnover quantities, as defined by Section 2(85), are recognised as private companies.
- As per Section 149(1) of Companies Act, 2013 requires that every private company shall have minimum two directors.
What are the steps to incorporate a Private Limited Company?
Step 1:
Application for Reservation of Name:
An application for reservation of name of a private limited company must be filed in RUN Form and accompanied by a government fee of Rs. 1000/-. If the name(s) applied are unique and are not identical/similar to an existing Company/LLP/Trademark, MCA will allow the name(s) for 20 days, otherwise the RUN form will be sent for re-submission, and we will be able to apply two new names by re-submitting the RUN form in the above mentioned Govt. Fee of Rs 1000/-, which we have already paid.
Step 2:Obtaining Digital Signature Certificates:
Once the proposed company’s name has been approved, the next step is to obtain DSCs for all of the promoter directors and subscribers.
Step 3:
Spice E Forms for Private Limited Company Incorporation:
Spice E Forms for Private Limited Company Incorporation are filed with MCA alongwith Memorandum and Articles of Association of the Company and pay the required Government fees including Stamp Duty, as applicable.
Step 4:
Certificate of Incorporation, PAN and TAN:
The Registrar shall review the filed forms and their attachments, and if the filed forms are correct and meet the provisions of the Companies Act, 2013 and the rules issued thereunder, he shall issue a Certificate of Incorporation.
PAN and TAN of the Company : PAN and TAN will be issued alongwith the Certificate of Incorporation.
Required Documents for Incorporation of Private Limited Company
1.Documents from Directors and Shareholders:
a) Identity Proof:
- Permanent Account Number (PAN) Card
- Aadhaar Card / Passport / Driving License / Voter Identity Card
b) Address Proof:
- Telephone Bill / Mobile Bill
- Electricity Bill / Water Bill
- Bank Statement /Bank Passbook with latest transaction (Any one of the Document not older than 2 months)
c) Passport size Photographs – 1 each
Note: All the Copies of Documents must be Self Attested by the applicant
2. Documents to be Signed by Directors:
- Consent to Act as Director: Form DIR-2
- Other Particulars of Subscribers
- Declaration by Subscribers & Director: INC-9
3. Registered Office – Address:
a) No-Objection letter from the Owner of Address to use the address of the registered office of the Company.
b) Address Proof – In the name of the Owner
Electricity Bill, Telephone Bill (Fixed Line Only), Gas Bill or Water Bill (Not older than 2 months)
c) Copy of Registered Sale Deed
Minimum Requirements for a Private Limited Company Registration
Company Name Should Be Unique:
The proposed company name should be unique and should not be similar to or identical to the name of an existing company, LLP, or Registered Trademark.
At Least Two Persons:
A Private Limited Company can be formed by at least two people who will function as the company’s shareholders and directors, with at least one of them being a resident of India.
Capital Requirements:
To register a Private Limited Company, no minimum paid-up capital is required. Investments might be made based on the needs of the company.
The Company’s Key Objects:
Before the company is formed, the company’s main objects must be established in order to describe the company’s business activities.
Compliances required for Private Limited Company:
- The Board’s First Meeting:
The first meeting of the Board of Directors must be convened within 30 days of the company’s Incorporation. Every director shall get notice of the Board Meeting at least 7 days before the meeting.
- Requirement with respect to Board Meetings:
At least four Board Meetings must be held each year, with no more than 120 days between them. For small company, two Board Meetings are sufficient, and the time between meetings should not be less than ninety days.
- Issuing Share Certificates:
Within 60 days of the company’s Incorporation, the company must issue Share Certificates to the memorandum subscribers.
• Directors’ Disclosure of Interest:
Every director shall at the first meeting in which he participates as a director; or the first meeting of the Board in each fiscal year; or whenever the disclosures change shall report his concern or interest in any company, body corporate, firm, or other association of individuals in Form MBP1 (together with a list of relatives and entities of relatives (including shareholding interest).
• Resident Director:
Every company is expected to nominate at least one director who has spent at least 182 days in India during the previous calendar year.
• Changes to the MOA and AOA:
Within 30 days of passing a Special Resolution, every change to the Articles and Memorandum must be filed with the Registrar, along with a copy of the changed Articles, notice of the meeting, and Ordinary Resolution or Special Resolution, as applicable.
- Registers:
- Every Company shall keep and maintain following Registers in the specified format:
- Register of Members MGT-1
- Register of other Security Holders residing outside India MGT-3
- Register of Transfer and Transmission of Shares SH-6
- Register of Charge CHG-7
- Register of Directors
- Register of Investments
- Registers of Directors Interest
- Minutes Book of General Meetings
- Minutes Book of Board Meetings
- Minutes Book of Committees of the Board Meetings
- Index of the Registers
- Minutes of Meetings:
Within 30 days of the conclusion of each meeting, minutes of the general meeting, creditors’ meeting, board of directors, and committee meetings must be written and maintained. The minutes must reflect all appointments made during the meeting. Each meeting’s minutes must be recorded in the Minutes Book, along with the date of the entry.
Appointment of Directors: Each person to be appointed as a Director must provide his consent in Form DIR2, which must be lodged by the Company with the ROC in Form DIR12, within 30 days after appointment,
DIN provisions: Every person who wishes to be appointed as a director must submit an electronic application in Form DIR-3 to the Central Government for a DIN.
Director Qualifications: Declaration from the Director in Form DIR8 at the time of appointment or reappointment. The director must make an annual disclosure.
Director Resignation: The Director must notify the Company of his resignation, which the Company must submit with the ROC in Form DIR12 within 30 days. Details about the resignation will be posted on the company’s website and in the Board Report.
Return of Directors and Key Managerial Personnel (KMP): Within 30 days of appointment or change, the Return of Directors and KMP must be filed with the ROC in Form DIR 12.
Meeting with a shorter notice: For urgent concerns, Annual General Meeting might be called on a shorter notice. It is necessary to get the approval of at least 95% of those who are eligible to vote.
Quorum: One-third or two directors, whichever is higher, shall constitute a quorum. For the purposes of quorum, directors who participate through video conferencing will be counted.
First Auditor: The company’s first auditor shall be appointed by the Board of Directors within a period of 30 days of Incorporation and shall serve until the conclusion of the first annual general meeting.
Subsequent Auditor: In the first Annual General Meeting of the Company the Shareholders shall appoint the auditor, who shall hold office until the conclusion of the sixth Annual General Meeting, and shall notify the ROC by submitting ADT-1. The Company, not the auditor, is responsible for filing Form ADT 1 within 15 days after the auditor’s appointment.
Casual Vacancy of Auditor: If a Casual Vacancy arises as a result of an auditor’s resignation, it must be filled within 30 days of the Board of Directors meeting, subject to General Meeting approval (Annual General Meeting or Extra Ordinary General Meeting). Any auditor chosen to fill a Casual Vacancy will remain in office until the next Annual General Meeting.
ADT-3 (Auditor Resignation Letter): Within 30 days of the date of resignation, the auditor must file Form ADT-3 with the registrar indicating the reason for resigning. The auditor is responsible for filing form ADT-3, which can only be done if the applicable auditor’s ADT-1 has been filed.
Annual General Meeting: Every company must hold an Annual General Meeting on or before September 30th of each year, during business hours (9 a.m. to 6 p.m.), on a day that is not a public holiday, and either at the company’s registered office or within the city, town, or village where the company’s registered office is located. It is necessary to give 21 clear days’ notice for the same.
Financial Statements: Every company must file its financial statements with the Registrar of Companies in E-Form AOC-4 and Form AOC-4 XBRL within 30 days of its Annual General Meeting. The document must be digitally signed by one director and certified by a CA/CS/Cost Accountant in Practice; however, in the case of small businesses, certification is not required.
- Annual Return: Within 60 days of the Annual General Meeting, every business must file its Annual Return in E-Form MGT-7 and MGT-7A with the Registrar of Companies. A Practicing CS must certify a Company with a turnover of INR 50 crore or higher in Form MGT-8.
- Additional Director Regularization: If the firm wants to appoint an additional director as a director, it must do so in a General Meeting by passing a Shareholder Resolution. Within 30 days of the Annual General Meeting, submit form DIR-12 for a change in director designation, alongwith with an ordinary resolution.
- Directors’ Report: The Directors’ Report must be filed within 30 days of the AGM with Form AOC-4,
- Sign Board of Company : Every company must paint or affix the name and address of its registered office and keep it painted/affixed in readable characters outside every office or site where it conducts business.
- Company Letterhead: Every company must have its name, registered office address, CIN, phone number, and email address printed on all business letters, billheads, letter sheets, notices, and other official publications.
- Privileges Granted to Private Businesses:
Private companies are not required to appoint an independent director; they are not required to appoint a woman director; they are not required to form an audit committee; they are not required to form an audit committee; they are not required to appoint a secretarial auditor.
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According to Section 2(68) of the Firms Act, 2013, private companies are those whose articles of organisation are not open to the public.- impose restrictions on the transferability of shares to public
- preventing the general public from subscribing to their shares
- Characteristics of Private Businesses
- These are some characteristics that set private Companys apart from other types of businesses:
- A private Company must have at least two members and a maximum of 200.
- Maximum 200 members does not include
- present and former employees who are also members
- more than two persons who own shares jointly are treated as a single member
- • All private Companys must include the terms “Private Limited” or “Pvt. Ltd.” in their names, and they cannot freely transfer their shares to the public.
- A One Person Company is a type of private company.
- Under the Companies Act, 2013, even small companies with limited paid-up share capitals and turnover quantities, as defined by Section 2(85), are recognised as private companies.
- As per Section 149(1) of Companies Act, 2013 requires that every private company shall have minimum two directors.
What are the steps to incorporate a Private Limited Company?
Step 1:
Application for Reservation of Name:
An application for reservation of name of a private limited company must be filed in RUN Form and accompanied by a government fee of Rs. 1000/-. If the name(s) applied are unique and are not identical/similar to an existing Company/LLP/Trademark, MCA will allow the name(s) for 20 days, otherwise the RUN form will be sent for re-submission, and we will be able to apply two new names by re-submitting the RUN form in the above mentioned Govt. Fee of Rs 1000/-, which we have already paid.
Step 2:Obtaining Digital Signature Certificates:
Once the proposed company’s name has been approved, the next step is to obtain DSCs for all of the promoter directors and subscribers.
Step 3:
Spice E Forms for Private Limited Company Incorporation:
Spice E Forms for Private Limited Company Incorporation are filed with MCA alongwith Memorandum and Articles of Association of the Company and pay the required Government fees including Stamp Duty, as applicable.
Step 4:
Certificate of Incorporation, PAN and TAN:
The Registrar shall review the filed forms and their attachments, and if the filed forms are correct and meet the provisions of the Companies Act, 2013 and the rules issued thereunder, he shall issue a Certificate of Incorporation.
PAN and TAN of the Company : PAN and TAN will be issued alongwith the Certificate of Incorporation.
Required Documents for Incorporation of Private Limited Company
1.Documents from Directors and Shareholders:
a) Identity Proof:
- Permanent Account Number (PAN) Card
- Aadhaar Card / Passport / Driving License / Voter Identity Card
b) Address Proof:
- Telephone Bill / Mobile Bill
- Electricity Bill / Water Bill
- Bank Statement /Bank Passbook with latest transaction (Any one of the Document not older than 2 months)
c) Passport size Photographs – 1 each
Note: All the Copies of Documents must be Self Attested by the applicant
2. Documents to be Signed by Directors:
- Consent to Act as Director: Form DIR-2
- Other Particulars of Subscribers
- Declaration by Subscribers & Director: INC-9
3. Registered Office – Address:
a) No-Objection letter from the Owner of Address to use the address of the registered office of the Company.
b) Address Proof – In the name of the Owner
Electricity Bill, Telephone Bill (Fixed Line Only), Gas Bill or Water Bill (Not older than 2 months)
c) Copy of Registered Sale Deed
Minimum Requirements for a Private Limited Company Registration
Company Name Should Be Unique:
The proposed company name should be unique and should not be similar to or identical to the name of an existing company, LLP, or Registered Trademark.
At Least Two Persons:
A Private Limited Company can be formed by at least two people who will function as the company’s shareholders and directors, with at least one of them being a resident of India.
Capital Requirements:
To register a Private Limited Company, no minimum paid-up capital is required. Investments might be made based on the needs of the company.
The Company’s Key Objects:
Before the company is formed, the company’s main objects must be established in order to describe the company’s business activities.
Compliances required for Private Limited Company:
- The Board’s First Meeting:
The first meeting of the Board of Directors must be convened within 30 days of the company’s Incorporation. Every director shall get notice of the Board Meeting at least 7 days before the meeting.
- Requirement with respect to Board Meetings:
At least four Board Meetings must be held each year, with no more than 120 days between them. For small company, two Board Meetings are sufficient, and the time between meetings should not be less than ninety days.
- Issuing Share Certificates:
Within 60 days of the company’s Incorporation, the company must issue Share Certificates to the memorandum subscribers.
• Directors’ Disclosure of Interest:
Every director shall at the first meeting in which he participates as a director; or the first meeting of the Board in each fiscal year; or whenever the disclosures change shall report his concern or interest in any company, body corporate, firm, or other association of individuals in Form MBP1 (together with a list of relatives and entities of relatives (including shareholding interest).
• Resident Director:
Every company is expected to nominate at least one director who has spent at least 182 days in India during the previous calendar year.
• Changes to the MOA and AOA:
Within 30 days of passing a Special Resolution, every change to the Articles and Memorandum must be filed with the Registrar, along with a copy of the changed Articles, notice of the meeting, and Ordinary Resolution or Special Resolution, as applicable.
- Registers:
- Every Company shall keep and maintain following Registers in the specified format:
- Register of Members MGT-1
- Register of other Security Holders residing outside India MGT-3
- Register of Transfer and Transmission of Shares SH-6
- Register of Charge CHG-7
- Register of Directors
- Register of Investments
- Registers of Directors Interest
- Minutes Book of General Meetings
- Minutes Book of Board Meetings
- Minutes Book of Committees of the Board Meetings
- Index of the Registers
- Minutes of Meetings:
Within 30 days of the conclusion of each meeting, minutes of the general meeting, creditors’ meeting, board of directors, and committee meetings must be written and maintained. The minutes must reflect all appointments made during the meeting. Each meeting’s minutes must be recorded in the Minutes Book, along with the date of the entry.
Appointment of Directors: Each person to be appointed as a Director must provide his consent in Form DIR2, which must be lodged by the Company with the ROC in Form DIR12, within 30 days after appointment,
DIN provisions: Every person who wishes to be appointed as a director must submit an electronic application in Form DIR-3 to the Central Government for a DIN.
Director Qualifications: Declaration from the Director in Form DIR8 at the time of appointment or reappointment. The director must make an annual disclosure.
Director Resignation: The Director must notify the Company of his resignation, which the Company must submit with the ROC in Form DIR12 within 30 days. Details about the resignation will be posted on the company’s website and in the Board Report.
Return of Directors and Key Managerial Personnel (KMP): Within 30 days of appointment or change, the Return of Directors and KMP must be filed with the ROC in Form DIR 12.
Meeting with a shorter notice: For urgent concerns, Annual General Meeting might be called on a shorter notice. It is necessary to get the approval of at least 95% of those who are eligible to vote.
Quorum: One-third or two directors, whichever is higher, shall constitute a quorum. For the purposes of quorum, directors who participate through video conferencing will be counted.
First Auditor: The company’s first auditor shall be appointed by the Board of Directors within a period of 30 days of Incorporation and shall serve until the conclusion of the first annual general meeting.
Subsequent Auditor: In the first Annual General Meeting of the Company the Shareholders shall appoint the auditor, who shall hold office until the conclusion of the sixth Annual General Meeting, and shall notify the ROC by submitting ADT-1. The Company, not the auditor, is responsible for filing Form ADT 1 within 15 days after the auditor’s appointment.
Casual Vacancy of Auditor: If a Casual Vacancy arises as a result of an auditor’s resignation, it must be filled within 30 days of the Board of Directors meeting, subject to General Meeting approval (Annual General Meeting or Extra Ordinary General Meeting). Any auditor chosen to fill a Casual Vacancy will remain in office until the next Annual General Meeting.
ADT-3 (Auditor Resignation Letter): Within 30 days of the date of resignation, the auditor must file Form ADT-3 with the registrar indicating the reason for resigning. The auditor is responsible for filing form ADT-3, which can only be done if the applicable auditor’s ADT-1 has been filed.
Annual General Meeting: Every company must hold an Annual General Meeting on or before September 30th of each year, during business hours (9 a.m. to 6 p.m.), on a day that is not a public holiday, and either at the company’s registered office or within the city, town, or village where the company’s registered office is located. It is necessary to give 21 clear days’ notice for the same.
Financial Statements: Every company must file its financial statements with the Registrar of Companies in E-Form AOC-4 and Form AOC-4 XBRL within 30 days of its Annual General Meeting. The document must be digitally signed by one director and certified by a CA/CS/Cost Accountant in Practice; however, in the case of small businesses, certification is not required.
- Annual Return: Within 60 days of the Annual General Meeting, every business must file its Annual Return in E-Form MGT-7 and MGT-7A with the Registrar of Companies. A Practicing CS must certify a Company with a turnover of INR 50 crore or higher in Form MGT-8.
- Additional Director Regularization: If the firm wants to appoint an additional director as a director, it must do so in a General Meeting by passing a Shareholder Resolution. Within 30 days of the Annual General Meeting, submit form DIR-12 for a change in director designation, alongwith with an ordinary resolution.
- Directors’ Report: The Directors’ Report must be filed within 30 days of the AGM with Form AOC-4,
- Sign Board of Company : Every company must paint or affix the name and address of its registered office and keep it painted/affixed in readable characters outside every office or site where it conducts business.
- Company Letterhead: Every company must have its name, registered office address, CIN, phone number, and email address printed on all business letters, billheads, letter sheets, notices, and other official publications.
- Privileges Granted to Private Businesses:
Private companies are not required to appoint an independent director; they are not required to appoint a woman director; they are not required to form an audit committee; they are not required to form an audit committee; they are not required to appoint a secretarial auditor.
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According to Section 2(68) of the Firms Act, 2013, private companies are those whose articles of organisation are not open to the public.
- impose restrictions on the transferability of shares to public
- preventing the general public from subscribing to their shares
- Characteristics of Private Businesses
- These are some characteristics that set private Companys apart from other types of businesses:
- A private Company must have at least two members and a maximum of 200.
- Maximum 200 members does not include
- present and former employees who are also members
- more than two persons who own shares jointly are treated as a single member
- • All private Companys must include the terms “Private Limited” or “Pvt. Ltd.” in their names, and they cannot freely transfer their shares to the public.
- A One Person Company is a type of private company.
- Under the Companies Act, 2013, even small companies with limited paid-up share capitals and turnover quantities, as defined by Section 2(85), are recognised as private companies.
- As per Section 149(1) of Companies Act, 2013 requires that every private company shall have minimum two directors.
What are the steps to incorporate a Private Limited Company?
Step 1:
Application for Reservation of Name:
An application for reservation of name of a private limited company must be filed in RUN Form and accompanied by a government fee of Rs. 1000/-. If the name(s) applied are unique and are not identical/similar to an existing Company/LLP/Trademark, MCA will allow the name(s) for 20 days, otherwise the RUN form will be sent for re-submission, and we will be able to apply two new names by re-submitting the RUN form in the above mentioned Govt. Fee of Rs 1000/-, which we have already paid.
Step 2:Obtaining Digital Signature Certificates:
Once the proposed company’s name has been approved, the next step is to obtain DSCs for all of the promoter directors and subscribers.
Step 3:
Spice E Forms for Private Limited Company Incorporation:
Spice E Forms for Private Limited Company Incorporation are filed with MCA alongwith Memorandum and Articles of Association of the Company and pay the required Government fees including Stamp Duty, as applicable.
Step 4:
Certificate of Incorporation, PAN and TAN:
The Registrar shall review the filed forms and their attachments, and if the filed forms are correct and meet the provisions of the Companies Act, 2013 and the rules issued thereunder, he shall issue a Certificate of Incorporation.
PAN and TAN of the Company : PAN and TAN will be issued alongwith the Certificate of Incorporation.
Required Documents for Incorporation of Private Limited Company
1.Documents from Directors and Shareholders:
a) Identity Proof:
- Permanent Account Number (PAN) Card
- Aadhaar Card / Passport / Driving License / Voter Identity Card
b) Address Proof:
- Telephone Bill / Mobile Bill
- Electricity Bill / Water Bill
- Bank Statement /Bank Passbook with latest transaction (Any one of the Document not older than 2 months)
c) Passport size Photographs – 1 each
Note: All the Copies of Documents must be Self Attested by the applicant
2. Documents to be Signed by Directors:
- Consent to Act as Director: Form DIR-2
- Other Particulars of Subscribers
- Declaration by Subscribers & Director: INC-9
3. Registered Office – Address:
a) No-Objection letter from the Owner of Address to use the address of the registered office of the Company.
b) Address Proof – In the name of the Owner
Electricity Bill, Telephone Bill (Fixed Line Only), Gas Bill or Water Bill (Not older than 2 months)
c) Copy of Registered Sale Deed
Minimum Requirements for a Private Limited Company Registration
Company Name Should Be Unique:
The proposed company name should be unique and should not be similar to or identical to the name of an existing company, LLP, or Registered Trademark.
At Least Two Persons:
A Private Limited Company can be formed by at least two people who will function as the company’s shareholders and directors, with at least one of them being a resident of India.
Capital Requirements:
To register a Private Limited Company, no minimum paid-up capital is required. Investments might be made based on the needs of the company.
The Company’s Key Objects:
Before the company is formed, the company’s main objects must be established in order to describe the company’s business activities.
Compliances required for Private Limited Company:
- The Board’s First Meeting:
The first meeting of the Board of Directors must be convened within 30 days of the company’s Incorporation. Every director shall get notice of the Board Meeting at least 7 days before the meeting.
- Requirement with respect to Board Meetings:
At least four Board Meetings must be held each year, with no more than 120 days between them. For small company, two Board Meetings are sufficient, and the time between meetings should not be less than ninety days.
- Issuing Share Certificates:
Within 60 days of the company’s Incorporation, the company must issue Share Certificates to the memorandum subscribers.
• Directors’ Disclosure of Interest:
Every director shall at the first meeting in which he participates as a director; or the first meeting of the Board in each fiscal year; or whenever the disclosures change shall report his concern or interest in any company, body corporate, firm, or other association of individuals in Form MBP1 (together with a list of relatives and entities of relatives (including shareholding interest).
• Resident Director:
Every company is expected to nominate at least one director who has spent at least 182 days in India during the previous calendar year.
• Changes to the MOA and AOA:
Within 30 days of passing a Special Resolution, every change to the Articles and Memorandum must be filed with the Registrar, along with a copy of the changed Articles, notice of the meeting, and Ordinary Resolution or Special Resolution, as applicable.
- Registers:
- Every Company shall keep and maintain following Registers in the specified format:
- Register of Members MGT-1
- Register of other Security Holders residing outside India MGT-3
- Register of Transfer and Transmission of Shares SH-6
- Register of Charge CHG-7
- Register of Directors
- Register of Investments
- Registers of Directors Interest
- Minutes Book of General Meetings
- Minutes Book of Board Meetings
- Minutes Book of Committees of the Board Meetings
- Index of the Registers
- Minutes of Meetings:
Within 30 days of the conclusion of each meeting, minutes of the general meeting, creditors’ meeting, board of directors, and committee meetings must be written and maintained. The minutes must reflect all appointments made during the meeting. Each meeting’s minutes must be recorded in the Minutes Book, along with the date of the entry.
Appointment of Directors: Each person to be appointed as a Director must provide his consent in Form DIR2, which must be lodged by the Company with the ROC in Form DIR12, within 30 days after appointment,
DIN provisions: Every person who wishes to be appointed as a director must submit an electronic application in Form DIR-3 to the Central Government for a DIN.
Director Qualifications: Declaration from the Director in Form DIR8 at the time of appointment or reappointment. The director must make an annual disclosure.
Director Resignation: The Director must notify the Company of his resignation, which the Company must submit with the ROC in Form DIR12 within 30 days. Details about the resignation will be posted on the company’s website and in the Board Report.
Return of Directors and Key Managerial Personnel (KMP): Within 30 days of appointment or change, the Return of Directors and KMP must be filed with the ROC in Form DIR 12.
Meeting with a shorter notice: For urgent concerns, Annual General Meeting might be called on a shorter notice. It is necessary to get the approval of at least 95% of those who are eligible to vote.
Quorum: One-third or two directors, whichever is higher, shall constitute a quorum. For the purposes of quorum, directors who participate through video conferencing will be counted.
First Auditor: The company’s first auditor shall be appointed by the Board of Directors within a period of 30 days of Incorporation and shall serve until the conclusion of the first annual general meeting.
Subsequent Auditor: In the first Annual General Meeting of the Company the Shareholders shall appoint the auditor, who shall hold office until the conclusion of the sixth Annual General Meeting, and shall notify the ROC by submitting ADT-1. The Company, not the auditor, is responsible for filing Form ADT 1 within 15 days after the auditor’s appointment.
Casual Vacancy of Auditor: If a Casual Vacancy arises as a result of an auditor’s resignation, it must be filled within 30 days of the Board of Directors meeting, subject to General Meeting approval (Annual General Meeting or Extra Ordinary General Meeting). Any auditor chosen to fill a Casual Vacancy will remain in office until the next Annual General Meeting.
ADT-3 (Auditor Resignation Letter): Within 30 days of the date of resignation, the auditor must file Form ADT-3 with the registrar indicating the reason for resigning. The auditor is responsible for filing form ADT-3, which can only be done if the applicable auditor’s ADT-1 has been filed.
Annual General Meeting: Every company must hold an Annual General Meeting on or before September 30th of each year, during business hours (9 a.m. to 6 p.m.), on a day that is not a public holiday, and either at the company’s registered office or within the city, town, or village where the company’s registered office is located. It is necessary to give 21 clear days’ notice for the same.
Financial Statements: Every company must file its financial statements with the Registrar of Companies in E-Form AOC-4 and Form AOC-4 XBRL within 30 days of its Annual General Meeting. The document must be digitally signed by one director and certified by a CA/CS/Cost Accountant in Practice; however, in the case of small businesses, certification is not required.
- Annual Return: Within 60 days of the Annual General Meeting, every business must file its Annual Return in E-Form MGT-7 and MGT-7A with the Registrar of Companies. A Practicing CS must certify a Company with a turnover of INR 50 crore or higher in Form MGT-8.
- Additional Director Regularization: If the firm wants to appoint an additional director as a director, it must do so in a General Meeting by passing a Shareholder Resolution. Within 30 days of the Annual General Meeting, submit form DIR-12 for a change in director designation, alongwith with an ordinary resolution.
- Directors’ Report: The Directors’ Report must be filed within 30 days of the AGM with Form AOC-4,
- Sign Board of Company : Every company must paint or affix the name and address of its registered office and keep it painted/affixed in readable characters outside every office or site where it conducts business.
- Company Letterhead: Every company must have its name, registered office address, CIN, phone number, and email address printed on all business letters, billheads, letter sheets, notices, and other official publications.
- Privileges Granted to Private Businesses:
Private companies are not required to appoint an independent director; they are not required to appoint a woman director; they are not required to form an audit committee; they are not required to form an audit committee; they are not required to appoint a secretarial auditor.
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