10 steps to Register a Company in India

10 steps to Register a Company in India :

The steps of registering a company in India are as under:

Step 1 – Acquire director identification number (DIN) by filling Form DIN-1. The temporary DIN is immediately issued which must then be printed, signed and sent to RoC for its consent along with the identity and address proofs.

The Identity Proof should contain any one of the following:

• PAN Card

• Driving License

• Passport

• Voter Id Card

The Residence Proof should contain any one of the following:

• Driving License

• Passport

• Voter Id Card

• Telephone Bill

• Ration Card

• Electricity Bill

• Bank Statement

Step 2 – Acquire digital signature certificate. This certificate can be acquired from any one of the six private bureaus sanctioned by MCA 21. Director of the company is required to submit the recommended application form along with the identity and residence proof.

Step 3 – To attain name of the Company, Form No. 1A should be filled citing the address of the Registered Office of the projected firm along with the signature of one of the promoters. A maximum of 6 proposed names can be presented which are verified by RoC staff for any resemblance with other company names in India. This process takes two days for attaining consent of the name

Step 4 – Arrange for stamping of the Memorandum and Articles with the appropriate stamp duty. The price of stamp duty differs from state to state.Stamp duty need to paid online.

The documents should be signed by the firm’s promoters after the MOA and AOA have been stamped. Besides the promoter’s signature, other information which must be filled in applicant’s handwriting is the company’s name, description of company’s activities and motive, father’s name, address, occupation and number of shares subscribed.

Step 5 - Attain the Certificate of Incorporation from the Registrar of Companies, Ministry of Corporate Affairs. File e-form 1; e-form 18; and e-form 32 online on the Ministry of Company Affairs website. Along with these papers, copies of agreement of the original directors and signed and sealed form of the Memorandum and Article of Association must be enclosed in Form 1.

Step 6 – Make a seal (applicable for the private limited companies). Making a company seal is not a legal obligation for the firm to be integrated, but firms require a seal to deliver share certificates and other certificates.

Step 7 – Attain a Permanent Account Number (PAN) from National Securities Depository Ltd. (NSDL) or the Unit Trust of India (UTI) Investors Services Ltd., as outsourced by the Income Tax Department. Each person is entitled to state his or her Permanent Account Number (PAN) for the purpose of tax payment under the Income Tax Act, 1961 and the Tax Account Number (TAN) for submitting tax reduced at source. One can get PAN application from IT PAN Service Centers or TIN Facilitation Centers using Form 49A with the acknowledged copy of the certificate of registration, released by the Registrar of Companies along with the identity and residence proof.

Step 8 – Attain a Tax Account Number (TAN) for income taxes abstracted at source from the Assessing Office of the Income Tax Department. The Tax Account Number (TAN) is required by anyone accountable for deducting or gathering tax. The prerequisites of Section 203A of the Income Tax Act state that all individuals who subtract or collect tax at the source must submit an application for a TAN. The submission for allotment of a TAN must be registered using Form 49B and deposited at any TIN Facilitation Center certified to accept-TDS returns.

Step 9 – Enroll with the Office of Inspector, Shops, and Establishment Act (State/Municipal). Under this procedure, a proclamation incorporating the names of employer’s and manager’s and the establishment’s name (if any), postal address, and group must be delivered to the local shop inspector with the pertinent fees.

Step 10 – Register the company for Value-Added Tax (VAT) at the Commercial Tax Office (State). Registration of VAT requires filling up of a prescribed Form along with the following documents:

• Attested copy of the memorandum and articles of association of the company,

• Residence proof,

• Proof of location of company,

• Applicant’s one current passport-sized photograph,

• Copy of PAN card,

• Challan on Form No. 210

For s. 47(v), share capital of the subsidiary need not be “held” in the name of the holding company

CASE LAW DETAILS
Decided by: Delhi High Court, In The case of: The Commissioner of Income Tax (Appellant) Vs. M/s.Papilion Investments Pvt. Ltd. (Respondent), Appeal No.: 4 SOT 304 (Mumbai), Decided on: 28Th August 2009.
SUMMARY OF CASE LAW
S. 47 (v) provides that a transfer of a capital asset by a subsidiary company to its holding company shall not be regarded as a “transfer” if the whole of the share capital of the subsidiary company is held by the holding company. The assessee transferred shares to its subsidiary and claimed exemption from capital gains u/s 47 (v). The AO denied exemption on the ground that as two shares of the said subsidiary were held by a director of the assessee and not by the assessee itself, the shares were not “wholly held” by the holding company and s. 47 (v) did not apply. The Tribunal upheld the plea of the assessee. On appeal by the Revenue, the High Court upheld the order of the Tribunal and upheld the following findings:
(a) Though s. 47 (v) refers to shares being “wholly held”, a strict or mechanical interpretation should not be adopted. A construction must be adopted which makes the statute effective rather than redundant. It must be construed having regard to the object and purpose which the legislature had in view in enacting the provision. K.P. Varghese 131 ITR 597 (SC) andTeja Singh 35 ITR 408 (SC) followed.
(b) Under the Companies Act it is not possible for a company to have less than two shareholders. The requirement of s. 47(v) that the whole of the share capital of the subsidiary company should be held by the holding company is certainly not the same thing as the whole of the share capital being held in the name of the holding company. If one proceeds on the basis that the entire share capital of the subsidiary company should be held in the name of the holding company, there cannot be any situation in which s. 47(v) can apply. That interpretation makes the statutory provision redundant. If the holding company has a beneficial ownership over the entire share capital, s. 47 (v) applies.
Note: The decision of the Tribunal is in ACIT vs. Papillon 4 SOT 304 (Mumbai)