The Ministry of Corporate Affairs(MCA) has released Frequently Asked Questions on Incorporation and Allied Matters.
Reetu | Jan 23, 2023 |
MCA Released FAQs on Incorporation and Allied Matters
The Ministry of Corporate Affairs(MCA) has released Frequently Asked Questions on Incorporation and Allied Matters.
Incorporation is the way that a business is formally organized and officially brought into existence i.e. Setting up of a company according to the provisions laid out in the Companies Act of 2013. The process of incorporation involves writing up a document known as the articles of incorporation and enumerating the firm’s shareholders.
FAQs on on Incorporation and Allied Matters
Incorporation forms covering 10 forms have been migrated to V3. This phased migration is done to enable smooth transition of the portal. Both V2 and V3 are now working seamlessly. Effective from 23rd January 2023, all Incorporation forms are required to be filed in Version 3.
Forms covered in Incorporation Set are:
a. SPICe+ PART A
b. SPICe+ PART B
c. RUN
d. INC-13
e. INC-31
f. INC-33
g. INC-34
h. INC-9
i. AGILE PRO-S
j. URC-1
In the version 2, forms are required to be filled and uploaded in the portal while in V3 the forms are to be filled online. This enables user convenience including the ability to save a half-filled form and file it later.
Further in Version 2, there was only a My Workspace which had a list of notices from MCA and circulars issued by them. In Version 3, there is a personalised “My Application” feature which allows one to view all the forms filed by them till date along with the status of the forms such as pending for DSC upload, Under Processing, Pay fees, Resubmission etc.
When a user logs in to V3, the login is through the email id whereas in V2 it was possible with the user id.
When a business user logs in to the MCA system, an OTP will be sent to your mobile and e mail address to ensure the authenticity of the user
SPICe+ PART A:
a. NIC code 2008 introduced with option of selecting 3 business activities with 5-digit code.
b. Several checks/business rules/Trademark validations are put in place at FO level to check compliance with The Companies (Incorporation) Rules, 2014.
SPICe+ PART B:
a. Introduction of e-MOA and e-AOA for section 8 companies also.
b. INC-3 made e-form and DSC of nominee would be required.
c. Bifurcation of capital into different classes to be provided.
d. A box to be displayed adjacent to the data entry in the form at FO level, for those fields where it is required to upload attachment such as Identity proof, residential proof etc. to ensure enhancement in BO processing.
e. The requirement to provide INC-14 as an attachment to be done away with by adding it in the ‘Declaration by Professional’.
f. The requirement to provide INC-15 as an attachment to be done away with by adding it in the ‘Declaration by all subscribers and directors’.
g. The requirement of providing attachment ‘Resolution of unregistered companies in case of Chapter XXI (Part I) companies’ in SPICe+ Part B is to be moved to the attachment section of URC1.
h. The requirement to provide attachment ‘Attachment – Part A’ in case SPICe+ Part A is approved separately to be done away with.
i. Attachments removed and information captured in machine readable format.
URC-1:
a. The requirement of providing attachment ‘Resolution of unregistered companies in case of Chapter XXI (Part I) companies’ in SPICe+ Part B is to be moved to the attachment section of URC1.
b. Attachments ‘Consent of majority of members’, ‘Consent of at least three-fourth of members agreeing for registration under this part’, ‘Declaration from all the members regarding compliance as per section 8(1)(b) and section 8(1)(c) of the Act and detailed objects of the company’ have been removed and added as declarations in INC-9 form.
c. Attachments ‘Declaration of two or more directors verifying the particulars of all members/partners’, ‘Undertaking by the proposed directors for compliance with requirements of Indian Stamp Act, 1899’ have been removed and added as declarations in URC-1 form.
d. Attachment ‘Certificate from a CA/CS/CWA certifying the compliance with all the provisions of Stamp Act, to the extent applicable’ has been removed and added as declaration under ‘Declaration professional’ in URC-1.
e. Inclusion of additional fields for capturing the publication of advertisement as per Rule 4 of Companies (Authorized to register) Rules, 2014, objection details along with an attachment ‘Copy of objection(s) received from companies along with details of resolution(s) provided, if applicable’ added.
INC-9:
a. The requirement to provide INC-15 as an attachment to be done away with by adding it in the ‘Declaration by all subscribers and directors’
b. Attachments ‘Consent of majority of members’, ‘Consent of at least three-fourth of members agreeing for registration under this part’, ‘Declaration from all the members regarding compliance as per section 8(1)(b) and section 8(1)(c) of the Act and detailed objects of the company’ have been removed and added as declarations in INC-9 form.
E-MoA and E-AoA:
a. Introduction of e-MOA and e-AOA for section 8 companies also.
b. Auto-population of object clause, subscriber and share capital details from SPICe+ Part A and Part B.
A business user can be any of the following and they can access and file all the forms. There is no change in the naming or position of a Business user between V2 and V3. The most suitable category may be selected:
Associating the DSC is done in the following manner. For this purpose ,
SPICe+ is a part of various initiatives undertaken by the Government of India towards Ease of Doing Business (EODB).
SPICe+ form is an integrated web form and an advanced version of the previous SPICe form (i.e. e-form INC-32). SPICe+ web form offers 13 services by 3 Central Government Ministries & Departments. (Ministry of Corporate Affairs, Ministry of Labour & Department of Revenue in the Ministry of Finance) and four State Governments (Delhi, Maharashtra, Karnataka, West Bengal), thereby saving as many procedures, time and cost for Starting a Business in India.
Every company incorporated with effect from 23rd February, 2020 is required to make an application for reservation of name and incorporation through the web service SPICe+. Name(s) of a company can be reserved in Part A of SPICe+. In case the applicant wants to apply for name, incorporation and other integrated services together, he can do so together by filling necessary information in Part A and Part B.
For change of name, web service RUN (Reserve Unique Name) is required to be submitted.
RUN service is a simple and easy to use web service for reserving a name for change of name for any existing company. The said service has removed the requirement to use a Digital Signature Certificate (DSC) during name reservation. It was another value addition to Ease of Doing Business in India.
SPICe+ Web form is a post-login service and existing registered/business users would need to login into their account using their credentials for filling the form. New users are required to create a login account first before using the service. However, for affixing DSC, users are required to register/upgrade their role to Business user. All first Subscribers and/or directors who have to affix their DSC are required to get themselves registered as Business User.
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