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Instruction Kit - SPICe + Part B
Instruction Kit - SPICe + Part B
SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
Table of Contents
1 PART I – LAW(S) GOVERNING THE WEBFORM ......................................................................... 3
1.1 Purpose of the webform ................................................................................................................ 3
1.2 Important Check Points while filling up the webform .................................................................. 3
2 PART II – ACCESSING FORM NO. SPICe + Part B APPLICATION .............................................. 5
2.1 Application Process for Form No. SPICe + Part B ....................................................................... 5
2.1.1 Initial Submission ................................................................................................................. 5
2.1.2 Resubmission ........................................................................................................................ 6
3 PART III – INSTRUCTIONS TO FILL THE WEBFORM ................................................................. 9
3.1 Specific Instructions to fill ‘Form No. SPICe + Part B’ at Field Level ........................................ 9
3.2 Other instructions to fill ‘Form No. SPICe + Part B’ ................................................................. 16
4 PART IV – KEY POINTS FOR SUCCESSFUL SUBMISSION ...................................................... 17
4.1 Fee rules ...................................................................................................................................... 17
4.1.1 Companies (Registration offices and Fees) Rules, 2014..................................................... 17
4.2 Processing Type .......................................................................................................................... 18
4.3 Useful links ................................................................................................................................. 18
4.4 Rejection codes ........................................................................................................................... 18
4.5 Annexure ..................................................................................................................................... 18
Annexure A ............................................................................................................................................. 18
Annexure B ............................................................................................................................................. 19
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
This Instruction Kit is designed as a step-by-step guide to assist the user in filling up the webform. This document
provides references to law(s) governing the webform, guidelines to access the application, instructions to fill the
webform at field level and important check points while filling up the webform along with other instructions to fill
the webform.
User is advised to refer to the respective instruction kit for filing of webform.
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
Pursuant to Section 4, 7, 12, 152 and 153 of Companies Act, 2013 read with the Companies (Incorporation) Rules,
2014.
The webform “SPICe + Part B” aims to simplify the process of incorporation of a company and its registration with
the Registrar of Companies (RoC). The following services can be availed by the user through this webform:
i. Application for issuance of Corporate Identification Number / Registration of Company with Registrar of
Company
ii. Apply for license (only applicable for section 8 companies)
iii. Application for allotment of Director Identification Number (DIN) / Registration of Director
iv. Application for PAN / TAN allocation
v. Application for allotment of GSTIN
vi. Application for allotment of ESIC number
vii. Application for allotment of EPFO number
viii. Application for allotment of PTEC / PTRC (For Maharashtra, Karnataka and West Bengal only)
ix. Application for registration of Shops and Establishment - Delhi / Mumbai
x. Request for Bank Account Opening
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
✓ In case type of company selected is ‘Part 1 LLP to Company’, please ensure that the DIN of individual
subscribers entered for individual first subscriber or subscriber cum directors shall match with the
designated partners/ partners in the LLP.
✓ Please ensure that ‘Income-tax PAN’ /’Voter's ID card’ /’Passport number’/ ‘Driving License number’
entered by the Subscribers cum Directors (not having DIN) and Directors (not having DIN) in the webform
shall not be associated with any active DIN or pending SRN for DIN application.
✓ Please ensure that no DIN has already been allocated based on the details such as ‘Applicant Name’,
‘Father’s name’, ’DOB’ entered by the Subscribers cum Directors (not having DIN) and Directors (not
having DIN) in the webform.
✓ Please note that DIN provided for Subscribers cum directors/ directors shall not be already associated with
20 or more companies.
✓ Please note that in case class of company selected is ‘Public’, DIN provided for Subscribers cum directors/
directors shall not be already associated with 10 or more public companies.
✓ Please ensure that in case SPICe + Part A and Part B has been filed separately by the user, the SRN of
SPICe + Part A shall not have been withdrawn/ expired.
✓ Please ensure that in case SPICe + Part A and Part B has been filed separately by the user, no SRN of
SPICe + Part B is already pending for processing against SRN of SPICe + Part A.
✓ Please note that DIN provided for Subscribers cum Directors and Directors shall not be already associated
with 20 or more companies.
✓ Please note that in case ‘Class of company’ selected in SPICe + Part B is ‘Public’ then DIN provided for
Subscribers cum Directors and Directors shall not be already associated with 10 or more public
companies.
✓ Please ensure that DIN of the director signing the webform is not flagged for ‘disqualification’.
✓ Please ensure that the DSC attached in the webform is registered on MCA portal against the
DIN/PAN/Membership number as provided in the webform.
✓ Please note that the signing authority of the webform shall have valid and non-expired/non-revoked DSC.
✓ Please note that in case of resubmission, application of the SPICe + Part B shall be available in the
application history of the user and T+15 days (where T is the date of marking the application as
‘Resubmission Required’) should not have elapsed.
✓ If the space within any of the fields is not sufficient to provide all the information, then additional details
can be provided as an optional attachment to the webform.
✓ Please check for any alerts that are generated using the “Notifications and alerts” function under the ‘My
Workspace’ page in the FO user dashboard on the MCA website.
Fetch from
✓ Please note that the button digilocker shall be enabled on integration of MCA with the Digilocker.
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
1
Once the user submits the SPICe + Part B webform, the access to linked forms eMoA, eAoA, INC-9, URC-1 and AGILE Pro S, as applicable, will be enabled.
(Refer Annexure for the applicable conditions)
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
2.1.2 Resubmission
Option 1 (In case SPICe + Part A and Part B filed separately)
2
Once the user submits the SPICe + Part B webform, the access to linked forms eMoA, eAoA, INC-9, URC-1 and AGILE Pro S, as applicable, will be enabled.
(Refer Annexure for the applicable conditions)
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
STEP 13: Resubmission of webform along with SPICe + Part B webform (In case the user does not complete
re-submission of the webform and upload the DSC affixed pdf document within 24 hours of the SRN update, a
SMS and email reminder will be sent to the user daily for 15 days OR till the time this is submitted, whichever
is earlier)
STEP 14: Acknowledgement email is generated
STEP 15: Once the webform is processed, an intimation mail for name reservation along with the Approval
(Certificate of Incorporation) and Section 8 license, if applicable/ Rejection letter is sent to the registered
Email ID of the user, PAN/TAN and CIN shall be allocated, an acknowledgement for stamp duty payment of
e-MOA and e-AOA shall be generated. Also, DINs will be issued to the proposed directors who do not have a
DIN and DIN letter is sent to the registered Email ID of those directors
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
Option 3
STEP 1: Click on the link provided in the notification email sent (received for resubmission)
STEP 2: Login to MCA portal with valid credentials
STEP 3: Access ‘SPICe +’ application from the application history in the user dashboard
STEP 4: Fill up the application
STEP 5: Save the webform as a draft (optional)Error! Bookmark not defined.
STEP 6: Submit the webform
STEP 7: Access and file the linked forms2
STEP 8: Affixing of DSC
STEP 9: Upload the DSC affixed pdf document(s) on MCA portalError! Bookmark not defined.
STEP 10: Filing of SPICe + Part B application along with linked webform(s)
STEP 11: Resubmission of webform (In case the user does not complete re-submission of the form and upload
the DSC affixed pdf document within 24 hours of the SRN update, a SMS and email reminder will be sent to
the user daily for 15 days OR till the time this is submitted, whichever is earlier)
STEP 12: Acknowledgement email is generated
STEP 13: Once the webform is processed, an intimation mail for name reservation along with the Approval
(Certificate of Incorporation) and Section 8 license, if applicable/ Rejection letter is sent to the registered
Email ID of the user, PAN/TAN and CIN shall be allocated, an acknowledgement for stamp duty payment of
e-MOA and e-AOA shall be generated. Also, DINs will be issued to the proposed directors who do not have a
DIN and DIN letter is sent to the registered Email ID of those directors
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
3.1 Specific Instructions to fill ‘Form No. SPICe + Part B’ at Field Level
Instructions to fill ‘Form No. SPICe + Part B’ are tabulated below at field level. Only important fields that require
detailed instructions are explained. Self-explanatory fields are not explained.
1 Number of Articles to which i. This field shall be displayed and mandatory only if ‘Yes’ is
provisions of entrenchment is selected in field number 1 (a) i.e. ‘Whether AOA is
applicable entrenched?’.
ii. Value entered in this field shall be greater than zero and less
than or equal to 88 (in case of Private OPC), 91 in case of
company having share capital as provided in field number 2
i.e. “Company is” (other than Private OPC) and 30 in case of
company not having share capital as provided in field number
2 i.e. “Company is”.
3A Capital structure of the i. This label along with the subsequent fields shall be displayed
company and mandatory only if 'having share capital' is selected in field
Total authorized share capital number 2 i.e. “Company is”.
(in INR) ii. This field shall be prefilled as the sum total of 'Total classified
authorized share capital' and 'Total unclassified authorized
share capital' as provided in the webform fields.
iii. Please note that ‘Authorized capital’ shall be equal to INR 10
lakhs or more in case of ‘Nidhi Company’.
Total subscribed share capital i. This field shall be prefilled as the sum total of Column
(in INR) 'Subscribed Capital' - Total amount (in INR)' for all classes of
equity shares and preference shares.
ii. Please note that total Subscribed equity share capital shall be
equal to or greater than INR 1 in case of 'OPC’ company and
INR 2 in case of 'Private' company and INR 7 in case of
'Public' company.
iii. Please ensure that the total subscribed capital in case of ‘Nidhi
Company’ shall be minimum INR 10 lakhs.
iv. In case ‘Type of company’ selected is ‘Part I LLP to
Company’, please ensure that the amount entered in this field
shall be same as ‘Total monetary value of contribution of the
LLP’ as available in the MCA database.
3A (i) Equity share capital i. This table shall be regenerated based on the number entered in
Number of equity shares field “Number of classes”.
ii. Please ensure that the value entered shall be greater than zero
in all the columns under header ‘Authorised capital’ and shall
be greater than zero in atleast one column under header
‘Subscribed capital’.
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
iii. Please note that the total number of subscribed shares/ capital
cannot exceed number of authorized shares / capital.
Nominal amount per share (in i. This field shall be enabled and mandatory if a number
INR) greater than zero is entered in 'Number of shares'.
ii. Please note that in case of Nidhi companies, nominal value
of equity shares shall be greater than or equal to INR 10 per
share.
iii. Please ensure that the nominal amount per share shall be
same for both columns 'Authorised capital’ and Subscribed
capital'.
3A (ii) Preference share capital i. This label along with subsequent table shall not be displayed
Number of preference shares in case of ‘Producer company’/ ‘Section 8 company’ and
‘Nidhi company’.
ii. The table shall be regenerated based on the number entered
in field “Number of classes”.
iii. Please ensure that the value entered shall be greater than
zero in all the columns under header ‘Authorised capital’
and shall be greater than zero in atleast one column under
header ‘Subscribed capital’.
iv. Please note that the total number of subscribed shares/
capital cannot exceed number of authorized shares / capital.
Nominal amount per share (in i. This field shall be enabled and mandatory if a number
INR) greater than zero is entered in 'Number of shares'.
ii. Please ensure that the nominal amount per share shall be
same for both columns 'Authorised capital’ and Subscribed
capital'.
3B (a) Details of number of members i. This label along with the subsequent fields shall be
Enter Maximum number of displayed and mandatory only if 'not having share capital' is
members selected in field number 2 i.e. “Company is”.
ii. Please ensure that the number of members entered in this
field shall be greater than zero.
iii. Please note that the number of members entered in this field
shall be equal to or greater than 'Maximum number of
members excluding proposed employees' entered in field
number 3B (b) i.e. “Enter Maximum number of members
excluding proposed employees”.
(b) Enter Maximum number of i. Please ensure that number of members entered in this field
members excluding proposed shall be greater than zero.
employees ii. Please note that the number of members entered in this field
shall be less than or equal to 200 in case of Private company.
(c) No. of members i. Please ensure that the number of members entered in this
field shall be greater than zero.
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
ii. Please note that the number of members entered in this field
shall be less than or equal to 'Maximum no. of members'
entered in field number 3B (a) i.e. “Enter Maximum number
of members”.
(d) No. of members (excluding i. Please ensure that the number entered in this field shall be
proposed employees) equal to or greater than 2 in case of ‘Private Company’ and
equal to or greater than 7 in case of ‘Public Company’.
ii. Please note that the number entered in this field should be
less than or equal to the number entered in field number 3B
(b) i.e. “Enter Maximum number of members excluding
proposed employees”.
4B Longitude i. This field shall be displayed and mandatory only if 'Yes' is
selected in the field number 4B i.e. “Whether the address for
correspondence is the address of registered office of the
company”.
ii. Please ensure that longitude should correspond to the pin
code mentioned the registered address.
4B Latitude i. This field shall be displayed and mandatory only if 'Yes' is
selected in the field number 4B i.e. “Whether the address for
correspondence is the address of registered office of the
company”.
ii. Please ensure that latitude should correspond to the pin code
mentioned the registered address.
5 (a) Number of first subscriber(s) to i. Please ensure that the sum of first subscribers (having and
MOA and directors of the not having DIN) shall be 1 in case of ‘OPC’, equal to or
company greater than 2 in case of ‘Private company' and equal to or
Total number of first greater than 7 in case of ‘Public Company.'
subscribers: Not having valid ii. Please ensure that the sum of first subscribers shall be equal
DIN to or greater than 10 in case of ‘Producer Company’ and if
zero is entered in field “Number of non-individual first
subscriber(s): Not having valid DIN”.
iii. Please note that the sum shall be equal to or less than 200 in
case of private company and shall be equal to the 'Number
of members excluding proposed employee(s)' if entered in
field number 3B (d).
(b) Number of non-individual first i. This field shall be disabled in case of ‘Private OPC’ and
subscriber(s): Not having valid ‘Nidhi Company’.
DIN ii. Please note that number of non-individual first subscribers
(having valid DIN) shall be equal to or less than ‘Total
number of first subscribers: Not having valid DIN’
(c) Number of individual first i. Please ensure that the number entered in this field shall be
subscriber(s) cum director(s): equal to or less than 'Total number of first subscribers (not
Not having valid DIN
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
iv. Please ensure that the PAN entered in this field should be
unique and does not match with the PAN provided in field
number 6C i.e. “Particulars of individual first subscriber(s)
other than subscriber cum director (Not having valid DIN)”.
v. Please ensure that the PAN entered in this field should be
unique and does not match with the PAN provided in field
number 7B i.e. “Particulars of Subscriber(s) cum Directors
(Not having DIN)”.
Verify details i. Please note that it shall be mandatory to click on 'Verify
details' button in case where Income Tax PAN is entered
and in case documents not fetched from digilocker or
documents fetched from digilocker, however, PAN was not
linked by the user to the digilocker account.
ii. Please note that upon clicking 'Verify details' action button,
users name, father's name and date of birth shall be verified
from the PAN database
Description of Share capital i. This field shall be prefilled as the Sum total 'Total amount'
Total subscribed share capital corresponding to different class tables for all the class of
(in INR) equity shares and preference shares as provided in the
tables.
ii. Please note that the amount of capital subscribed by the
individual cannot exceed the total subscribed capital of the
proposed company.
Class of shares i. Please ensure that the value entered in this field shall be
unique in every table.
ii. Please ensure that the value provided in this field matches
with one of the values entered in field 'Class of shares' for
tables generated in section 3A (i) of the form.
Number of equity shares i. Please ensure that value entered in this field shall be
greater than zero.
ii. Please note that the number of equity shares in 'Subscribed
capital' shall be equal to or less than number of equity
shares mentioned in column 'Subscribed capital' of same
class of shares in tables generated in field 3A (i).
iii. Sum of the number of equity shares entered in all
regenerated tables for sections 6A(ii), 6B ,6C, 7A & 7B
shall be equal to or less than number of shares entered in
section 3A (i) for subscribed number of shares for same
class of equity shares.
7A (i) Basic details of Subscriber(s) i. Please ensure DIN of every director (other than first
cum Directors subscribers), Individual first subscriber(s) other than
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
(d) Copy of certificate of i. This attachment shall be displayed and mandatory to attach if
incorporation of the foreign category of any non-individual subscriber selected as
body corporate and resolution 'Foreign company' and/or 'company incorporated outside
passed by foreign company or India' in section 6A.
authority given through ii. This attachment shall be displayed and optional to attach if
constitutional document category of any non-individual subscriber selected as Body
corporate' in section 6A.
(e) Resolution passed by promoter This attachment shall be displayed and mandatory to attach if
company category of any non-individual subscriber selected as 'Company' in
section 6A.
(f) Interest of first director(s) in This attachment shall be displayed and mandatory to attach if number
other entities greater than twenty is entered in field “Number of entities in which
director have interest” for any director details so entered in sections
7A (ii) or 7B (ii) or 7C (ii) or 7D (ii) of the webform.
(g) Optional attachment(s) - if any i. This field can be used to provide any other information.
ii. Please note that the user has an option to upload up to five
optional attachments.
Certificate by Practicing i. The webform shall be certified by a chartered accountant (in
Professional whole-time practice) or cost accountant (in whole-time
To be digitally signed by practice) or company secretary (in whole-time practice) by
digitally signing the webform.
ii. In case the professional is a chartered accountant (in whole-
time practice) or cost accountant (in whole-time practice)
then enter the membership number.
iii. In case the professional is a company secretary (in whole-
time practice) then enter the certificate of practice number.
iv. Select the relevant category of the professional and whether
he/ she is an associate or fellow. This shall not be applicable
in case of ‘Advocate’.
v. Please ensure that membership/ certificate of practice number
of the professional corresponds to the ‘Associate’ or ‘Fellow’
member category selected in the webform. This shall not be
applicable in case of ‘Advocate’.
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
Buttons Particulars
i. Click the “Choose File” button to browse and select a document that is
required to be attached.as a supporting to ‘Form No. SPICe + Part B’.
ii. This is an optional field.
Choose File iii. All the attachments should be uploaded in pdf or .jpg format. The total size
of the document being submitted can be up to 10 MB.
iv. The user has an option to attach multiple files as attachments within the
webform.
The user has an option to remove files from the attachment section using the
Remove “Remove” option provided against each attachment.
The user has an option to download the attached file(s) using the “Download”
Download
option provided against each attachment.
i. Click on Save button for saving the application in a draft form at any given
point in time prior to submitting the webform.
ii. The ‘Save’ option will be enabled only after entering the ‘CIN’.
iii. This is an optional field.
Save
iv. On saving the webform, all the information filled in the webform will be
saved and can be edited/updated till the time webform is submitted.
v. The previously saved drafts can also be accessed (at a later point in time)
using the application history functionality.
i. This is a mandatory field.
ii. When the user clicks on the submit button the details filled in the webform
are auto saved and the system verifies the webform. Incase errors are
Submit detected the user will be taken back to webform and all the relevant error
messages shall be displayed.
iii. In case at the submission of webform no errors are detected by the system
the submission will be successful.
The user will click on this option on the application dashboard to file the webform(s)
File post uploading DSC affixed document(s).
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
Fee payable is subject to changes in pursuance of the Act, or any rule or regulation made, or notification issued
thereunder.
Stamp Duty fees
Table 1
Fees to be charged in case company is having share capital
1 Up to 15,00,000 NA
2 More than 15,00,000 500
3
The system calculates the normal filing fees and registration fees for MOA & AOA based on the authorized capital for the company having share capital or on the
basis of number of members for the company not having share capital.
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
1 Up to 20 members NA
2 More than 20 members 500
Rejection and
Resubmission codes.xlsx
(Please access the attachment icon in the left-hand pane to view the attachment)
4.5 Annexure
Annexure A
1 e-MOA Applicable if (Total number of In case the number of subscribers are more
Subscribers) is less than / equal to 7 than 7 and / or non-individual subscribers are
based out of India and / or Individual
subscribers with nationality other than India
are not having valid business visa* then
MOA needs to be attached in SPICe +
webform
2 e-AOA Applicable if (Total number of In case the number of subscribers are more
Subscribers) is less than / equal to 7 than 7 and / or non-individual subscribers are
based out of India and / or Individual
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Instruction Kit for Form No. SPICe + Part B
(Simplified Proforma for Incorporating Company
Electronically Plus)
Annexure B
Stamp duty
fees.xlsx
(Please access the attachment icon in the left-hand pane to view the attachment)
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