Private Limited Company
Private Limited Company Registration Requirements
To register a Private Limited Company, a minimum of two persons of minimum 21 year age are required to act as Directors of the company. A Private Limited Company must have a minimum of 2 Directors (For Details regarding directors Refer Section 149 of Companies Act 2013)
One of the Director of a Private Company (or Public Company) has to be an Indian Citizen and Indian Resident in the Financial year (at least 182 days Stays in India). The other director(s) can be a Foreign National.
Two persons are are also required to act as shareholder of a company. The shareholders can be natural persons or an artificial legal entity. Hence, a company can be owned by two corporate, which are domiciled in India or abroad. At present, No Minimum Paid up Capital requirement is there in Act. (earlier it required was 1 Lakh).
Private company can not freely transfer its shares to General Public at Large, hence can not be listed at Stock Exchange.
What are the documents required for Private Company registration in India?
-
- Copy of PAN Card of each Director.
- Copy of Address Proof of each Directors (Aadhar Card/Driving License/Passport Copy).
- Proof of Registered Address of the Company (Rent Deed if Rented premises).
- 2 Passport size photos of each Director.
- Bank Statement of each Director not later than 2 Months.
- Utility Bill not older than 2 Months.
- Digital Signature of Each Director.
Annual Compliance of a Private Limited Company: Rules & Procedures
- First Auditor : The BOD shall appoint the first Auditor of the Company within 30 days of Incorporation who shall continue the office till the completion of 1st AGM. For Appointment of First Auditor, filing of Form ADT-1 is not mandatory.
- Subsequent Auditor; will be appointed by shareholders in AGM who shall hold the position till the conclusion of 6th AGM and shall notify the same to ROC by filing Form ADT-1. The capacity to submit Form ADT-1 is that of the Company and not of the Auditor within 15 days from the time of appointment.
- Annual General Meeting; Every Company is needed to hold an Annual General Meeting on or before 30th September every year during working hours (9 am to 6 pm). On a day that is not a general public holiday and either at the certified office of the Company within the city, town/ village where the certified office is positioned. A 21 bright days’ notice is required to be given for the same.
- Filing Of Annual Return (Form MGT-7); Each and every Private Limited Company is expected to file its Annual Return within 60 days of operating of Annual General Meeting. Annual Return will be for the time’ 1st April to 31st March’.
- Filing Of Financial Statements In (Form AOC-4); Each and every private Limited Company is expected to file its ‘Balance Sheet’ along with a statement of ‘Profit and Loss Account’ and ‘Director Report’ in this Form in 30 days of holding of ‘Annual General Meeting’.
- Statutory Audit Of Accounts; Each and every Company should prepare its Accounts and get the exact audited by a Professionals/Chartered Accountant at the end of the Financial Year mandatorily. The Auditor should provide an Audit Report and the Audited Financial Statements to file it with the Registrar.
Public Limited Company
A Public Limited Company has access to capital markets and can offer its shares to general public for sale through a recognized stock exchange (by listing at NSE, BSE). It can also issue advertisements offering any of its securities for sale to the public.
While, a Private Company can not offer to the public any shares in itself.
Public Limited Company Registration Requirements
For Public Limited Company Registration, the company must have minimum 3 Directors, 7 Shareholders and at present there is no Requirement of Minimum Paid up Capital (Earlier it was Rs 5 Lakhs).
What are the documents required for Public company registration in India?
- PAN number of all the shareholders and directors
- Utility Bill of the proposed office i.e. proposed registered office for the company
- A NOC (No Objection Certificate) from Landlord.
- Director Identification Number (DIN) of all the directors
- Article of Association( AOA)
- Address Proof of all Directors and Shareholders .
- Memorandum of Association( MOA)
- Digital Signature Certificate(DSC) of all the directors
Annual Compliance of a Public Limited Company: Rules & Procedures
| S. No | Compliance | Particulars of Compliances | Form No | Section | Due Date |
| 1. | Annual General Meeting | Annual General Meeting to be conducted as per the provisions of the Act. | Form MGT-15 | Section 121(1) of the Companies Act,2013 | Within thirty days from date of its incorporation. |
| 2. | Financial Statements | Balance sheet, Director’s Report, Cash Flow Statement Auditor’s Report and the consolidated Financial Statement prepared in Extensible Business Reporting System (XBRL). | Form AOC-4 | As per Section 137 of the Companies Act to be read with Rule 12(2) of the Companies (Accounts) Rules, 2014. | Within thirty days of holding the Annual General Meeting or AGM |
| 3. | Annual Return | Information about the directors and shareholders is to be filed with relevant Registrar of Companies | MGT-7 | According to section 92 of the Companies Act, 2013 to be read with Rule 11(1) of the Companies (Management and Administration) Rules 2014. | Within sixty days of the Annual General Meeting(AGM) |
| 4. | Financial and Director’s Report | Adoption of Financial and Director’s Report | Form MGT-14 | Section 173 read along with Secretarial Standards 1 | Within thirty days from the Board Meeting |
| 5. | Income Tax Returns | Income Tax Returns must be filed before the Tax Department. | Form ITR-6 | On or before 30th September of the financial year | |
| 6. | Secretarial Audit Report | Submission of Secretarial Audit Report along with the Board Report when: Its total Paid- up capital is equal to or crosses Rs.50 crore or Its annual turnover is equal to or exceeds Rs 250 crore. | Form MR-3 | Section 204 of Companies Act, 2013 to be read with Rule 9 of The companies (Appointment and Remuneration Personnel) Rules, 2014. | Before appointment or reappointment of The Secretarial Auditors. |
| 7. | Compliances under all Rules and Regulations associated with SEBI | Includes the Listing Regulations of 2015 | Listing Regulations of 2015, SEBI |
One Person Company
One Person Company (OPC) means a company formed with only one (single) person as a member, unlike the traditional manner of having at least two members.
Documents required for One Person Company registration in India?
- Copy of PAN Card of owner.
- Passport size photograph of the owner.
- Copy of Aadhaar Card/ Voter identity card.
- Copy of Rent agreement (If rented property)
- Electricity/ Water bill (Business Place)
- A NOC (No Objection Certificate) from Landlord.
- Copy of Property papers(If owned property)
Annual Compliance of a One Person Company: Rules & Procedures
- In Form- DIR8 every Director of the Company in each Financial Year will file with the Company disclosure of non-disqualification.
- In Form- MBP1 Every Director of the Company in First Meeting of the Board of Director in each Financial Year will disclose his interest in other entities.
- In Form- MGT7 OPC will file its Annual Return within 60 days of entry of ordinary resolution in Minute Book. Annual Return will be for the period 1st April to 31st March.
In Form- AOC4 One Person Company is required to file its Balance Sheet along with statement of Profit and Loss Account and Directors ‘Report in this form.
Nidhi Company
Nidhi Company means a company which has been incorporated with the object of developing the habit of thrift and reserve funds amongst its members and also receiving deposits and lending to its members only for their mutual benefit. Nidhi companies existed even prior to the existence of companies
Documents required for Nidhi Company registration in India?
- Identity proof of every shareholder and the director
- Electricity bill or other utility bills for the address proof
- Aadhaar Card of Directors as well as of Shareholders
- Passport size photos of all the directors
- Address proof of the directors and shareholders
- No-Objection-Certificate (NOC) from the Landlord
- Rent agreement copy (In case if rented)
- Passport size photos of all the directors
Annual Compliance of a Nidhi Company: Rules & Procedures
- Form NDH-1 within 90 from the close of financial year;
- Form NDH-3 within 30 days from the conclusion of each half year;
- Form AOC-4 within 30 days of annual general meeting;
- Form ITR-6 By 30th September .
- Form MGT-7 within 60 days of annual general meeting.
Section 8 Company
A company is referred to as Section 8 Company when it registered as a Non-Profit Organization (NPO) i.e. when it has motive of promoting arts, commerce, education, charity, protection of environment, sports, science, Research, social welfare, religion and intends to use its profits (if any) or other income for promoting these objectives.
Documents required for Section 8 Company registration in India?
- PAN number of all the shareholders and directors
- Utility Bill of the proposed office i.e. proposed registered office for the company
- Address Evidence.
- Director Identification Number (DIN) of all the directors
- Article of Association( AOA)
- Address Proof of all Directors and Shareholders .
- Memorandum of Association( MOA)
- Digital Signature Certificate(DSC) of all the directors
Annual Compliance of a Section 8 Company: Rules & Procedures
- A Section 8 company is required to appoint the First Auditor within 30 days from the date of its incorporation to take care of all annual financial filings of the company
- Director’s consent form (Form DIR 2) to occupy the office within 30 days from the director’s appointment.
- Returns form (Form MR-1) within 60 days from the appointment of Managing Director, manager or key managerial person
- Conduct Meeting For The Board Of Directors Within 30 Days: The first meeting of the Board of Directors must be conducted within 30 days from the date of incorporation. Thereafter, the Board of Directors shall hold at least one meeting every six calendar months.
- Annual General Meeting: A Section 8 company must hold its first Annual General Meeting (AGM) within nine months from the close of the first financial year of the company.