1.  Can a Non- Resident incorporate a Company in India?

Yes, a non-resident can incorporate a Company in India. But every Company shall have at least one Resident Director.

Resident Director means a director who has stayed in India for a total period of not less than 182 days in the previous calendar year.

2.  What are the basic requirements to incorporate a Private Company by Non-Resident?

3.  What are the First Information / initial documents required for incorporating a Company?

      a) Directors:

• A person is required to apply for Director Identification Number (DIN). DIN is a unique identification number for Director for which application can be made at the time of incorporation.
• Requirement of Digital Signature Certificate: – It is an electronic document that is required for filing of e-forms.
• Details of Directors such as director name, their date of birth, nationality and E-mail ID.

• Personal details, occupational details and educational qualifications.
• Photo Id Proof and Address Proof (e.g. Passport, Driving License, PAN, Voters ID card etc).

• Proposed name and the object details of the proposed Company to be incorporated.

      d) Incorporation:

• Residential Proof-Bank/ Electricity Bill/ Telephone Bill/ Mobile Bill.
• Principal Documents of the Company, like MoA and AoA.
• For Registered Office
  • The registered document of the title of the premises of the registered office in the name of the Company;
  • Copy of lease/rent agreement in the name of Company, in case the premises are occupied on basis of lease/rental agreement.
  • The proof of evidence like telephone, gas, electricity bill depicting the address of the premises in the name of the owner or document, as the case may be.
• Foreign Identity Proof, address proof and other documents of foreign origin of Director.

Note: The above documents are required to be notarized or apostil led in case of Non Residents.

4.  What is the procedure for incorporating a Company?

Incorporation in India involves the following steps:

• Applying for DIN by the Directors.
• Name Availability for the proposed Company. Maximum six names can be proposed under this process.
• Drafting of Memorandum and Articles of Association. These are the charter documents of a Company.

Memorandum of Association:-It is a document that regulates the Company’s external activities and contains the Company’s Name, Objects, Registered Office address, Liability, Capital and details of the subscribers.

Articles of Association set out the rules for internal running and deals with the internal matters of the Company.

• Filing of Incorporation documents.

5.  Whether separate certificate of commencement of business is required before commencing business?

No, Certificate of Commencement is required before commencing business. The government has done away with this requirement, taking another step to ease doing business in India.

6.  Is there any easier and faster procedure for incorporating a company in India?

Ministry of Corporate Affairs (MCA) on 1^st October, 2016 introduced more simplified form for Company Incorporation by introducing “SPICe” short form for ‘Simplified Proforma for Incorporating Company Electronically’ by way of e-form INC-32. Thus incorporation has become a lot simpler and easier. Application for DIN of Directors and name availability can be made through the same Form. For more information on SPICe, please visit Company Incorporation Further Simplified (SPICe or INC-32)

Final Certificate of Incorporation shall be granted then.

7. Do we still need to file scanned copies of Memorandum of Association and Articles of Association with the ROC?

Memorandum and Articles of Association (MOA & AOA) can be provided electronically through e-form INC-33 and e-form INC-34 respectively.

8. Has the old process of Company Incorporation come to an end with the introduction of SPICe?

The old process of company incorporation i.e. through e-forms INC-1 (Name availability), DIR-3 (DIN application), INC-7 (Incorporation form), INC-22 (registered office) and DIR-12 (Directors appointment) is still in practice. Moreover,  we can file INC-32 after name approval in INC-1.

Our Services.

B Samrish & Co. is having more than 18 years of experience in handling projects related to incorporation of companies in India and acquiring clearances required for a foreign entity to start a business in India.

We assist the client with the following: –

• Apprising the clients on complete details of current regulatory practices applicable to a particular business.
• Assisting the clients in preparing all the associated documents.
• Assisting the client in obtaining Digital Signature Certificate (DSC).
• Liaison with different regulatory authorities, departments and ministries.
• Application for all legal clearances, licenses and approvals required in India.