ABOUT COMPANY INCORPORATION
Company is a legal entity construed by a class of individuals to conduct business and upon being legally incorporated has a distinct identity separate from its promoters, members, directors, workforce, etc. There are several forms of companies which can be incorporated subject to the needs of the business organization viz. One Person Company, Private Company, Public Company, Non-Profit Organization (NPO) (Section 8 Company), Small Company, Producer Company, Nidhi Company or as may be notified by the Central Government on this behalf.
Private Company: Private Company refers to a company having a minimum paid-up share capital as may be prescribed and which by its articles
- Restricts the right to transfer its shares
- Limits the number of its members to two hundred
- Prohibits any invitation to the public to subscribe for any securities of the company
- Applicant to ensure that the name chosen for its entity
- Does not resemble the name of any existing company or
- Is not undesirable or
- Does not have such words or expressions that require prior approval of Central Government
- Co-relates with the objects to be undertaken by the company
- The company shall ensure the following
- Own a registered office, within thirty days of its incorporation and at all times thereafter, where all the communications and notices addressed to it can be received and acknowledged
- Each of the subscribers/directors, to have Digital Signature Certificate , in case the number of subscribers/ directors to Memorandum of Association and Article of Associations is up to twenty
BELOW DOCUMENTS AFTER THE INCORPORATION.
- DIN allotment
- Mandatory issue of Permanent Account Number
- Mandatory issue of Tax Collection Account Number
- Mandatory issue of Employees’ Provident Fund Organisation registration
- Mandatory issue of Employee’s State Insurance Corporation registration (Not applicable in non-implemented area)
- Mandatory issue of Profession Tax Registration (as may be applicable)
- Mandatory Opening of Bank Account for the Company and
- Allotment of Goods and Services Tax Identification Number (if so applied for)
- Shops and Establishment registration (as may be applicable)
ABOUT LIMITED LIABILITY PARTNERSHIP (LLP) INCORPORATION
Limited Liability Partnership or LLP has become very popular for the past few years. Let’s learn more about it. We shall focus on the elements required and the process and steps involved in the LLP registration process in this article. The guidelines we are going to discuss below comes from the Limited Liability Partnership Act (LLP Act), 2008.
Elements Essential for the Incorporation of an LLP
In India, the given elements are necessary for LLP incorporation according to the LLP Act, 2008:
- To electronically submit the completed document of Incorporation in the format prescribed with the Registrar.
- To have 2 partners at least- individuals or body corporate
- To have an office registered in India for to and fro communications.
- To have appointed two individuals at least as designated partners and one of them has to be a resident of India. The partners stay responsible for getting everything done as deemed necessary by the LLP.
- To have the Ministry of Corporate Affairs (MCA) allotted DPIN or Designated Partner Identification Number for each of the designated partners.
- To have an agreement between the designated partners or between the designated partners and the LLP. In the absence of such an agreement, the provisions under Schedule 1 of the LLP Act, 2008 would apply.
- To have a unique name for the LLP. It should not be a name that is already being used by another LLP or a Company or a Partnership firm. The name needs to be distinct.
Process for the Incorporation of an LLP
The following components are needed in the LLP incorporation procedure.
- Deciding partners and designated partners.
- Obtaining the Digital Signature Certificates (DSCs) and the Digital Partner Identification Numbers (DPINs).
- Checking the availability and registering a unique name of the LLP. The applicant is allowed to indicate up to 6 choices of names.
- Drafting the agreement for the LLP.
- Filing of the necessary documents electronically.
- Applying for and issuing the Certificate of Incorporation along with the Limited Liability Partnership Identification Number (LLPIN).
An LLP agreement constitutes the following:
- Name of the Limited Liability Partnership.
- Names and respective addresses of the partners and the designated partners.
- The forms of the contributions and the respective interests on the contributions.
- The ratio of profits to be shared amongst the partners.
- The remunerations of the respective partners.
- The rights and duties of the respective partners.
- The business proposed.
- The rules for the governance of the LLP.
Steps for the Incorporation of an LLP
- Reserving the name for the LLP: The applicant first files the e-Form 1 to check the availability of the name and then register the name of the LLP. Once the name gets approved by the Ministry, it is reserved for the applicant for a duration of 90 days. If the LLP fails to be incorporated within the given frame of time, they let go of the reservation and make it available for other applicants.
- Incorporating a new LLP: After the reservation of the name for the LLP, the applicant has to file e-Form 2 for the incorporation of the LLP. It carries all the details of the LLP proposed, plus all the details of the partners and the designated partners.
- The partners and the designated partners have to give their consent to act in the respective decided roles.
- Filing of the LLP Agreement has to be done with the Registrar in e-Form 3 within 30 days from the incorporation of the LLP. Execution of the LLP Agreement is mandatory as per Section 23 of the LLP Act, 2008.
The LLP Incorporation process is complete after obtaining the approval of the LLP Agreement