alert Incorporation of a company and

mattersrelatingtheref
Sans Formation of a company
A co may be formed for legal purpose by
Not less than 7 members incaseof public co
Not less than I members in case S
of privateco
one member in case
of ope
by Icing to the MOA of the co

oneperson mpany
to WIntent
MOA of the co shall indicate naff
person who shall become member
Death
co of
in the event
of ton SEember
capacity

Knee may be change in followingcases

Nomineebecomes
159amenema FETE
19
IFJisaaus
c

sole member to obtain

im
ée INC 37
ynyg.g IFmanim
solemember 154 ope

or gagging ope
II Roc ope Roc 30days
Eligibility of sole member 8 Nominee

Natural Indian Resident or India

person citizen or otherwise

A
Resident512090ft
in last Fy

Not A person can be sole member in 1 ope

nominee in 1 ope atthesame time

Where a nominee who is member in another OPC

becomes member in such co by virtue of death etc
of the member such nominee to meet
eligibility criteria within bed

No minor can become member nominee

conversion

ope can be converted into private public co

OPC cannot be converted into see 8 co

Pfenistophonibited
from
Non
banking financial investment activities
Investment in securities of Be
 7 Incorporationofacompan
Howtoreadact fa digits
coins

If II
1
listed

Em
III The
Public Registration

Following documents is
to be filed with Roc
in whose jurisdiction Ro is proposed to be
established

9 MOA I AOA duly signed

12153 EI
b Address for correspondence till Ro is estb

C Particulars subscribers Name Address

d
of Nationality DIN
First Dina
SID poof

e Related to first director Interest in other from Be

f to act as dir
Dir Roc
Taco mi

AFFIL.es
Wdaration wit compliance with provision of Act
mainpracna engaged
 in formation and
Person named in AOA as director manager
Ine g
9 Declaration from each subscriber a director

I 7 1
Not convicted not guilty of All documents
of offence fraud sent to
relating to misfeasance Roc is
PFM of co correct
Breach of trust
preceding 5 years IIIT
Note Written consent of nominee form INC 3 is
to be filed with incorp documents
along
2 Spice simplified proforma for incorp of
INC 32 a
company Electronically
This form is used for incorporation of a

company electronically

Roc certificateof anti

CIN

submitted false
In case where a person has
docume t
suppressed material
info
 9
I p
co is not yet
co is incorporal
incorporated
l
l l
person shall
Tribunal may on Person sha
be liable for
application order MR be liable
fraud ws 447
M Regulation of mgt 615447
R Removal
of name
of co from Register
L liability of co unlimited
W
winding up order

i.in prior
ai
to such order
and also consider the values
of
T such co

eIes limited unlimited

136
shares Guarantee

notifyingfwing ifeng.mn

A B gg MOA C D E
 3 I
AOI F H
G
P A.mn
ionneltedtsigning
MOA AOA shall be duly signed by the subscribers
to memorandum

Each subscriber shall state Name address

description and occupation s shall be signed
in presence
of alertness

MEEEE Affix thumb

BC Authorised director officer
LLP Authorised partner
Foreign national Notarize
visiting India valid business visa
N A for person
of Indian origin
or overseas
sexy Memorandum of Association citizen of
India
Basic points
Fsocalled as Charter documents
constitutional
It is a
public document as per section 399
Any person with the co is presumed
dealing
to have
feature of content therein
Provision
i MOA shall state
Name
liability
state RO Auth SC
of
Objects Subscribers
Nominee OPC

go no suffix
Govt co NO suffix
OPC co ABC OPC Pvt Ltd
shares unpaid amt
limited
Krause kente
unlimited Amt guaranteed
to be paid in the
event
of WUP

ascaafffffffdh .FI
Restriction
Identical Resemble to an
Patronagetscribed
existing
co
constitute offered of sa
IEEE good

Ei n

Spicet RUN Roc

Proposedco
Newco Resubmission
within
RUN
Existing ROC 15H

No of days of reservation
Proposed company 2oday Eeas 2 87
60 days or
today
Existing company 3000

Where it is found that reservation is made by

submitting false incorrect info or
supressing material facts
1
I 1
company is not company is
Yet incorporated incorporated
me
cancel reservation roc may 1 change
Applicant EILAT after0013h strike off
Tribunal WUp
 Prior approval
of CG
Doctrine of Ultra vires PURS

Inthatever is noted as object in MOA is prohibited

An act which is ultravires is and does not

bind the company

The company cannot make such act valid even

if every member agents to it i e cannot be ratified

Neither the co nor the

contracting party can sue on
it

Relevant case laws

1 Rajendra Nath Dutta vs Shailendra Nath Mukherjee
An act that is intra vires to the company
but outside the power of decors can
be teenagers
2
Ashbury Railway Carriage vs Riche
House of the lords held that act beyond power
of co is void and cannot be ratified by
the
senders
 Rajendra Nath Dalta us Shilendra Nath Mukherjee

An act that is intra vires to the co but not

outside the objectfuselie not ultra vires

may be
ratified
SectionSI Article association
of
1 these are internal rules and regulations of
the company

2 Entrenchment provisions
Effect AOA may be altered only if procedure
Tore restrictive than SR is complied with

Such provision may be added

At the time By amendment

in AOA
of incorporation

Publi Private co

SRU Atmembered
New co SPIC
Nrc g within 309
Existing MG
I kd Dim
Exception to doctrine
of constructive
Tea

i 71 9
liquidator

Directors
of the co were authorised to issue
bonds subject to Sf in 4M
Directors issued such bond without SR
Is such bond binding on thrcot.IE
Section 8 company with charitable objects
I
sit
I
Ii RE
Profits
Dividend prohibited

No suffix required in case Sec 8 co

of
Sec 8 co
privileges of a
limitedted w

3 Sec 8 member
Firm
4 Restriction

Alles Majin convert

Public
Parole

approval SRO Caapprovat

Rull21822 Process conversion

of
SR Explanatory statement Es

Financial stat
I Annual return J file

192
where application is made after 3m from
end of latest Fy attach atsuptdate
of such appin duly
filing
fights
i
Y2024
Newts 309

YA
D
15thNov

charity commissioner

E salsa department
Reptesentation

Application Albodayd
Do
sp copy
e Notice proof of
Intimate about such
delivery
to
 Withing of such application co shall

Newspaper TE at its own

y website
expense

AiggIfitove sand
Reject OOBH
Alter mon
On approval pass sp
Alter AOA
Name alteration
µ
cot
trod
eanax.si issof
X1onitsownmonon
license ups 8 to linter
existing public

6 If a Sec 8 co

of this
agents TSC
of
conducted
affairs
section license in fraudulent
i
 I
Devote the license
Conversion in Fresh

ca male
I Pvt Public
t
Name change
Col
a
Roo
in public interest order

I
WUP Amalgamate
A

surplus
agg
IPft s
another
8 co
with another
5 8 co
A
sell the asset Having similar
tof funds objects
to Insolvency
8 Bankruptcy
Fund

Punishment for contravention

Co 10L to El crore

OLD 25k to 2251am

Fraud 447 liable
 Steps to incorporate a sec 8 co

Apply to ROC SPI Cet INC 32

Document stobeattaced

M Net Estimate Declaration

income
Expense
AOA LINC 31
I advocate Person
steal
I3yeany CWA
making
app in

All requirement of ad
is complied with

SechonnoAf Commencement of business

commence business or
11 A company shall not I Exercise
borrowing power
unless Wp casia
Saath be director within 780days that
subscriber have paid the value
Ro verified within 30 days
Co 501000
Default
Old 1000 day upto 1 lakh
3
If no declaration within 180 day

4
Physical
Roc has reasons to believe verification
that no business t
Removal
is conducted of name

Note Where applicable attach approval of sectorial

Eaton along with declaration
n 12
Registered office
establish
it within 30 day
froto verify Roc

Everyco shall

want
Fff
I
or biz place names to address legible

seal if any Name

engrave
Business letter Name add CIN Phone no
NI BOE PN Name print
Affix name as well If changed in lasting
Opc write ope below the name
 2 Above s holds such shares as a
trustee
3 Where such co was a shareholder even
before it became subsidiary
Not voting power shall be available only in
case 1 above 812 Ci e LR trustee

section 20 Service of documents

is member D Roy
Roc member

IPOD
Regt post
Speed post a

courier
Leave at Ro Deaver at address
E mode e

Not Depository may serve Register of beneficial

owner
too mode
throughe
2 A member mayreatest deliver through
a pasticula mode by paying feed
d
However it shall still be sent at to be decided in Aam
 eg red

Note In case where

Lin is sent via post
it shall be deemed to be serve within 48 hours
after the same
ispost

Note In case of widhico

serve'notiaon other
members
to Mgmtershordingheast toy
1000 in Fv Publish in newspaper

t
or Conly vernacular
It of Puso publish in notice
Id of Nidhi

section 21 Authentication of doc

Any document authenticate amor

I contracts person auth
by BOD

Section 22 Execution of BOE etc

q p
BOE Hund i or other
Promissory note deeds
I CE g Partnership
 i

made or drawn
Executed by
person authorised
L Implied
inerting Express
auth

commonseat
429 50
99
A deed signed by such person
under his seat shall bind
the
enemy

Seenetetofregistration
From the date of incorporation mentioned in Col

Each subscribers to memorandum shall become

7n Ñ n shall be a
bodycorporate
incorporated under this Act
capable of exercising functions and

having
with enter into
contracts Sue be sued

Section 10 Effect MOA AOA

1 Kinen MOA AoA is registered it did the
company members thereof
2 Allmonies payable by a member to the co shall
be a debt hman to the co

Note co Smember are bound to each other But

members are not bound interse Capasman
ICA modelle men galat
diya hai