PROCESS OF INCORPORATION OF A PRIVATE COMPANY IN INDIA : SPICe +

                                                                          DIVYANSHU SAHNI & ASSOCIATES

                                              COMPANY SECRETARIES

Office: – 3rd Floor, Kirti Shikhar Building, District Centre, Janak Puri, New Delhi -110058

Email: [email protected]    Mob; +91-9871027426             

                                      Website: www.finlegalforte.com, www.csdivyanshusahni.com

INCORPORATION OF A PRIVATE COMPANY IN INDIA : SPICe +

Question: What is SPICe +?

Answer: SPICe is an abbreviation for Simplified Proforma for Incorporating a Company Electronically. SPICe+ is a web based form for incorporating a company with MCA.

SPICe+ is an integrated Web form offering 10 services by 3 Central Govt Ministries & Departments (Ministry of Corporate Affairs, Ministry of Labour & Department of Revenue in the Ministry of Finance) and One State Government (Maharashtra)).

It shall replace the old procedure of incorporating Company by filing SPICe  forms i.e., e-form INC-32, INC-33, INC-34, AGILE.

Question: What are the 10 Services offered in SPICe +?

Answer: Following 10 services are offered :

• Incorporation
• DIN allotment
• Mandatory issue of PAN
• Mandatory issue of TAN
• Mandatory issue of EPFO registration
• Mandatory issue of ESIC registration
• Mandatory issue of Profession Tax registration(Maharashtra only)
• Mandatory Opening of Bank Account and
• Allotment of GSTIN (if so applied for, but not mandatory)

Question: In how many parts is SPICe + divided?

Answer: It is divided into two parts:

• Part A of SPICe +
• Part B of SPICe +

Question: What kind of form is SPICe + and in what way the service of SPICe + can be availed?

Answer: SPICe + is a web basede-form. For availing the Services of SPICe +, first of all, the user needs to login his/her MCA account. After that, Go to MCA Services tab → Company Services → SPICe +.

Question: In how many ways the SPICe + web based application form is applied?

Answer: The SPICe + web based application form can be applied in two ways:

1. Part A (Name Reservation) and Part B(remaining service) can be applied for on a simultaneous basis.
2. Part A can be applied for initially, and after reservationof the name, Part B can be appliedfor.

SPICe + PART A

Question: What is SPICe + Part A? What is the Service offered in SPICe + Part A?

Answer: It is the application to reserve a unique name for the proposed Company under incorporation.

Question: What is the process of reserving name under SPICe + Part A?

Answer:

• Login your MCA account → Go to MCA Services tab → Company Services → SPICe + → New Application → SPICe+ Part A,
• Select the type of Company,
• Select the class of Company → Private Company,
• Select the category of Company → (whether limited by shares/limited by shares/unlimited company)
• Select the sub category of Company → Non- Government Company
• Select main division of industrial activity (refer SPICe + help kit for selecting the code of industrial activity), on the basis of selection of code, the description of main division automatically gets filled,
• Enter the proposed names of the Company subject to a maximum of two You can enter only one name also as per your desire.
• Select a file, if any, which you want to upload. However, it would be mandatory to attach relevant documents and No Objection Certificates(NOCs) only when a name which requires the approval of a SectorialRegulator or NOC etc. if applicable, as per the Companies(Incorporation) Rules, 2014, is being applied for.

Note: –Only one file is allowed to be uploaded as an attachment and the size of the file should not exceed 6MB in case of Part A SPICe+ and overall limit of form size shall not exceed 6MB in case both Part A SPICe+ and Part B SPICe+ are filed together. In case of multiple attachments, please upload all documents into a single attachment.

SPICe + PART B

Question: What is SPICe + Part B?

Answer: After SPICe Part A, SPICE + Part B can be filled. Except reservation of name, all the details required for incorporation are required to be filled in SPICE + Part B.

Question: What is the process of submitting SPICe + Part B?

Answer: 1. Login your MCA account → Go to MCA Services tab → Company Services → SPICe + → Existing Application → Application number → SPICe Part B→ fill,

2. Fill all the details required,
3. Upload all the attachments. Following attachments are required:

• Memorandum of Association (MOA) – Mandatory only in the following cases:

1. Section 8 company or
2. all or any of the non-individual first subscribers are based outside India or

• Part I company or

1. Number of subscribers ‘Total number of first subscribers (non-individual + individual)’ are more than seven

• Articles of Association (AoA) – Mandatory only in the following cases:

1. Section 8 company or
2. all or any of the non-individual first subscribers are based outside India or

iii.       Part I company or

1. Number of subscribers ‘Total number of first subscribers (non-individual + individual) are more than seven

• Attach copy of utility bill for e.g., electricity bill/ telephone bill etc. (maximum 2 months old) along with NOC of the owner of the premises whose name is mentioned on the utility bill,
• Proof of identity &residential address of subscribers,
• Proof of identity and address of applicant whose DIN is applied in SPICe Plus Part B,
• Attach all the remaining attachmentsin optional attachment(including DIR-2 along with KYC of Directors, MBP-1,Declaration by Director cum subscriber, any other attachment required).

4. Click on Pre-scrutiny button,
5. Click on submit button,
6. A confirmation is displayed upon successful submission of the form.
7. Go back to SPICe + Part B and download the web based form in PDF format by clicking on downward arrow indicating the download option,
8. Affix required DSCs to the PDF file.

SPICe + MoA:

Question: What is the process of submitting SPICe + MoA?

Answer: 1. Login your MCA account → Go to MCA Services tab → Company Services → SPICe +→ Existing Application → Application number → SPICe + MoA → fill

2. Fill all the details required,
3. Click on Check form button,
4. Click on Submit button,
5. A confirmation is displayed upon successful submission of the form.
6. Go back to SPICe + MoA and download the web based form in PDF format by clicking on downward arrow indicating the download option,
7. Affix required DSCs to the PDF file.

SPICe + AoA:

Question: What is the process of submitting SPICe + AoA?

Answer: 1. Login your MCA account → Go to MCA Services tab → Company Services → SPICe + → Existing Application → Application number → SPICe + AoA → fill

2. Fill all the details required,
3. Click on Check form button,
4. Click on Submit button,
5. A confirmation is displayed upon successful submission of the form.
6. Go back to SPICe + AoA and download the web based form in PDF format by clicking on downward arrow indicating the download option,
7. Affix required DSCs to the PDF file.

AGILE PRO:

Question: What is the Service offered in AGILE – PRO?

Answer: Following services are offered:

• Mandatory issue of EPFO registration
• Mandatory issue of ESIC registration
• Mandatory issue of Profession Tax registration(Maharashtra)
• Mandatory Opening of Bank Account and
• Allotment of GSTIN (if so applied for, but not mandatory)

Question: What is the process of submitting AGILE – PRO?

Answer: 1. Login your MCA account → Go to MCA Services tab → Company Services → SPICe + → Existing Application → Application number → AGILE – PRO → fill

2. Fill the details. The main details required to be filled are as follows:

• Name of the proposed company is auto- filled,
• Select whether you want to apply for GST or not (as it not mandatory to apply),if yes then fill the other relevant fields also,
• Select whether the establishment is on lease or not,

In case of ‘Yes’, enter Leased from starting date till ending date.

• Select whether the premises of Establishment is Hired/ Rented/Owned/Leased,
• Select the primary business activity and if others is selected then, specify the activity in words,
• Select the nature of business,
• Enter the details of the Proposed Director / Primary Owner/ office bearer who will act as the Authorized signatory for the purpose ofapplying GSTIN / EPFO/ ESIC/ Profession Tax and Opening of Bank Account,
• Attach Photo of proposed director cum authorized signatory.

– Size of photo shall be maximum 100KB, Only .JPG format is allowed.

• Enter valid Indian mobile number and email Id and click on “Send OTP” button.

Enter the OTP sent on mobile number and email id as entered above and click on Verify button.

Note:Director / Primary Owners cum Authorized signatory must have valid PAN and he must be Citizen & Resident of India.

• .Enter Details of the Proposed Director other than Authorized signatory/ Primary Owner/office bearerbut limited to 1 in case of private (other than OPC), 2 in case of public and 4 in case of Producer Company shall be entered here.

Attach Photo of proposed director other than authorized signatory.

– Size of photo shall be maximum 100KB, Only .JPG format is allowed.

OTP IS NOT REQUIRED FOR THIS CASE

• Select the bank name in which account number should be opened. As on date, integration is in place with limited banks only
• Upload the attachments:

(i) Attach the proof of principal place of business

Maximum Size of document to be attached in the following cases is:

• Property Tax Receipt/ Municipal Khata copy/ Electricity Bill/ Consent Letter-100 KB
• Rent/ Lease Agreement – 2MB
• Rent receipt with NOC (In case of no/expired agreement) – 1MB
• Legal ownership document – 1MB

(ii) Attach Proof of Identity of Authorized Signatory for opening Bank Account,

(iii) Attach Proof of Address of Authorized Signatory for opening Bank Account,

(iv) Specimen Signature of authorized signatory for EPFO(refer helpkit of AGILE PRO for the format)

 

3. Click on Pre-scrutiny button,
4. Click on submit button,
5. A confirmation is displayed upon successful submission of the form.
6. Go back to AGILE – PRO and download the web based form in PDF format by clicking on downward arrow indicating the download option,
7. Affix required DSCs to the PDF file.

INC-9:

1. Login your MCA account → Go to MCA Services tab → Company Services → SPICe + → Existing Application → Application number → INC-9,
2. INC-9 is an auto generated e-form, hence; download it directly as a PDF file,
3. Affix required DSCs to the PDF file.

UPLOADING

Question: After all the e-forms are ready to upload, what to do next?

Answer: Login to MCA→ MCA Services→ e-filing→ upload e-form.

Question: Is there any specific sequence for uploading the form?

Answer: Yes, upload as linked forms in the following sequence:

1. Spice+ Part B→ 2. Spice+ MOA → 3. Spice+ MOA →4. AGILE PRO → 5. INC-9

RESUBMISSION

Question: What to do, if there is marked any resubmission by MCA to the original form filed?

Answer: 1. Login your MCA account → Go to MCA Services tab → Company Services → SPICe + → Existing Application → Application number→ name of all the forms will appear,

2. Only those forms shall be enabled automatically, tofill again in which any resubmission has been marked,
3. Make the desired changes→download all the forms again → affix DSCs → upload in the same manner as uploaded earlier as a resubmission form.

 

THANKS FOR READING……………