Amended Form INC – 7 (W.E.F. 1 May 2015)


Form INC-7 is required to be filed pursuant to Section 7 (1) of the Companies Act, 2013 and pursuant to Rule 10, 12, 14 and 15 of Companies (Incorporation) Rules, 2014. New version of this form came into force from 1st May 2015 by the Companies (Incorporation) Amendment Rules 2015. This replaced earlier version of Form INC – 7 discussed earlier here.

Form INC-7 deals with incorporation of a new company (other than OPC). This form is accompanied by supporting documents such as details of Directors/subscribers, the Memorandum of Association (MoA) and Articles of Association (AoA) and evidence of payment of stamp duty. Once the Form is processed and found complete, a company is registered and CIN is allocated.

The Form INC – 7 is not required where Integrated Incorporation Form INC – 29 was opted by applicant.

In case the name had been approved online by the system automatically, filing of Incorporation documents in respect of such name shall not be allowed as per below timelines:

 If the name is approved on or before 11.00 AM of any working day then the corresponding Incorporation Forms (like Form INC-7, Form DIR-12, Form INC – 22, Form RD-1- attachment INC-12, Form URC-1) cannot be filed before 7.00 PM of the same working day.

 If the name is approved after 11.00 AM of any working day or at any time on holiday/ non-working day then the corresponding Incorporation Forms cannot be filed before 7.00 PM of the next working day.

During verification, if the RoC user finds that the approved name ought not to have been allotted, the same shall be liable to be withdrawn by giving an opportunity of being heard to the applicant.

User is required to file Form INC-7 for incorporation of Company within sixty days from the date of application of reservation of name in Form INC-1.

It is suggested that Form DIR-12 and Form INC – 22 should be filed together at the time of filing of Form INC-7 when address for correspondence is the address of registered office of the company.

In case the address for correspondence is not the address of the registered office of the Company, user is required to file Form INC – 22 within 30 days of its incorporation.

Stamp duty on Form INC – 7, Memorandum of Association (MoA) and Articles of Association (AoA) can be paid electronically through the MCA portal and in such case submission of physical copies of the uploaded Form INC – 7, MoA and AoA to the office of RoC is not required.

Payment of stamp duty electronically through MCA portal is mandatory. Refund of stamp duty, if any, will be processed by the respective state or union territory government in accordance with the rules and procedures as per the state or union territory stamp Act.

User is required to scan the photograph of every subscriber with MOA and AOA.

Enter the approved SRN of Form INC-1 filed for reservation of name. In case of application for section 8 company, a license should have been issued against the name of the company.

For incorporation of a company licensed under Section 8 of the Companies Act, 2013 obtain a license from the Registrar of Companies by filing application in Form (RD-1 attachment INC-12). The license number received from ROC will be displayed based on the above mentioned SRN of Form INC-1.

The company can have its registered office from the date of incorporation or on and from the 15th day of its incorporation. Till the same is established and intimated to the RoC, company can have its correspondence address capable of receiving and acknowledging all communications and notices as may be addressed to it. User is required to file Form INC – 22 in case address of correspondence is same as address of registered office of the company. If not, enter the details in 3(d) for address for correspondence till the registered office is established.

In case this form is to be uploaded at eBiz website under common application for incorporation of company, allotment of PAN and TAN, please be informed that address filled in line I and line II in the address field shall be used for filling office address in PAN and TAN application. Please fill the Address accordingly. Please ensure that two out of first four fields get filled in PAN/TAN Forms.

Enter the valid email ID of the company. Ensure that this email ID is valid as intimation regarding processing of the Forms, important communication from RoC office shall also be communicated electronically at the email ID being mentioned here.

Enter the number of shares, total amount of shares and nominal amount per share for each type of share. At least one type of share capital (Equity/ Preference) should be greater than zero. In case company has shares of multiple nominal amounts per share, then enter multiple nominal values per share separated by comma in the field Nominal amount per share.  In case the Company is a private company, the amount of subscribed capital should be greater than or equal to Rs 1 lakh. In case the Company is a public company the value should be greater than or equal to Rs 5 lakh. The subscribed capital of the company has to be less than or equal to authorized capital of the company.

Enter the details of number of members in case of a company not having share capital. Enter the maximum number of members and maximum number of members excluding proposed employee(s). Maximum number of members excluding proposed employee(s) should not be greater than 200 in case of a private company.

The main division of Industrial Activity should be selected based on relevant sub-class and description applicable to the company given in NIC-2004.

Enter the number of promoters i.e. proposed first subscribers to Memorandum of association (MoA)). Minimum number of promoters should be two in case of a Private company and seven in case of a Public company. Based on the number entered here, blocks for entering the details of promoters shall be displayed. Details of maximum seven promoters can be filed through this eForm. If the total number is more than seven, then details of remaining person(s) can be provided through attachment ‘Annexure containing details of subscribers’.

The details of promoters entered should be same as the details of promoters entered in corresponding Form INC-1. In case details of any one or more of the promoters  as entered in Form INC-1 is not entered in this form, then it shall be mandatory to provide ‘No objection certificate’ from such promoter(s) as an attachment.

In case the promoter is an individual, enter either DIN or Income-tax PAN or passport number. In case DIN is entered it should be an approved DIN.

In case promoter is a company or a foreign company under Section 379, enter the corporate identity number (CIN) or foreign company registration number (FCRN) respectively. Status of CIN and FCRN should be Active. In case promoter is a company incorporated outside India or body corporate or others, enter the registration number of the promoter.  System shall display name and address in case of CIN or FCRN. For all other cases name and address of the promoter is required to be entered. System shall verify the name of the promoter based on PAN entered.

In case of a company having share capital, enter the number and amount of shares subscribed by each promoter.

It is mandatory to fill details of authorized person if promoter is other than individual. Enter the particulars of authorized person on behalf of such promoter.

Where the Articles of Association of the company contains provisions of entrenchment to the effect that specified provisions may be altered only upon the satisfaction of conditions or procedures as that are more restrictive than those applicable in case of a special resolution are complied with.

Enter the details of such entrenched articles. Enter the number of articles to which provisions of entrenchment shall be applicable.

Additional Information for applying Permanent Account Number (PAN) and Tax Deduction Account Number (TAN):

These fields need to be filed only if the applicant wishes to apply for Permanent Account Number (PAN) and Tax Deduction Account Number (TAN) along with application for incorporation of company. In such case, the Form needs to be uploaded at eBiz website.

Forms filed at MCA21 shall not be considered for application of PAN and TAN.

AO code (Area Code, AO Type, Range Code and AO Number) of the Jurisdictional Assessing Officer for PAN and TAN must be filled up by the applicant. The details of PAN AO Codes can be obtained from here and TAN AO Codes can be obtained from here.

Tax Deduction Account Number can be applied only for registered office of the company.

Person signing the Form INC-7 shall be considered as designated person responsible for making the payment/collection of tax for filling in Form 49B. In case, company wishes to change the designated person, it may file Form for changes or Correction in TAN data for TAN allotted under section 203A of the Income-tax Act, 1961 later on separately.

In case, Income from Business/profession is selected by the applicant then an appropriate business/ profession code should be mentioned based on the business/profession carried out by the company.

Additional Information for Employer registration under Employee State Insurance Corporation (ESIC)

These fields need to be filed only if the applicant wishes to apply for registration under ESIC along with application for incorporation of company. In such case, the Form needs to be uploaded at eBiz website.

Forms filed at MCA website shall not be considered for application for registration under ESIC.

The registration shall be applied for registered office of the Company. Once the PAN and TAN is allotted, a provisional registration number shall be allotted to the Company based on the information filled while filing incorporation forms for company.

Declaration:

There are two declarations in this Form. One declaration shall be given by Director/ Manager/ Company Secretary and another by one of the prectising professional hired for incorporation purpose.

Attachments:

It is mandatory to attach Memorandum of Association, Articles of Association, declaration in form INC-8, affidavit from the subscriber to the memorandum in Form No. INC-9, proof of residential address which should not be older than two months, and proof of identity

It is mandatory to attach Specimen Signature in Form INC-10.

It is mandatory to attach entrenched Articles of association if any of the articles are entrenched.

Copy of in principle approval granted by the Reserve Bank of India or any concerned authority in case proposed company shall be conducting NBFI activities

NOC in case there is change in the promoters (first subscribers to Memorandum of Association)

Proof of nationality in case the subscriber is a foreign national

PAN card (in case of Indian national)

Copy of certificate of incorporation of the foreign body corporate and proof of registered office address

Certified true copy of board resolution/consent by all the partners authorizing to subscribe to MOA

Liked Filing:

eForm INC-22- Application form for record situation of Registered Office of the Company.

eForm DIR-12 along with this eForm in case address for correspondence is the address of registered office of the company and type of company is other than Part I company.

eForm URC-1-

Application by a company for registration under section 366

SRN and Challan Generation:

On successful submission of the eForm INC-7 and Form DIR-12, if any, SRN will be generated and shown to the user which will be used for future correspondence with MCA. SRN for payment of stamp duty shall also be generated if the user opts to pay the stamp duty electronically through MCA21 system in the eForm.

Challan will be generated depicting the details of the fees paid by the user to the Ministry. It is the acknowledgement to the user that the eForm has been filed.

Email:

When an eForm is completely processed and registered by the authority concerned, an acknowledgement of registration of eForm along with related documents, if any is sent to the user in the form of an email to the email id of the company.

Certificate

A Certificate of incorporation is generated and sent to the user as an attachment to the email and the company is registered and CIN is allotted.

Registration fee for Memorandum of Association (MOA) (in case of company having share capital)

Nominal Share capital Other than OPCs and Small Companies OPC and *Small Companies
Fixed For every 10, 000 or part thereof Fixed For every 10, 000 or part thereof
Up to 1, 00, 000 5,000 NA 2,000 N/A
More than 1,00,000 up to 5,00,000 5,000 + 400 2,000 N/A
More than 5,00,000 up to 10,00,000 21,000 + 300 2,000 N/A
More than 10,00,000 up to 50,00,000 36,000 + 300 2,000 + 200
More than 50,00,000 up to 1,00,00,000 1,56,000 + 100 1,56,000 + 100
More than 1,00,00,000 2,06,000 + 75 2,06,000 + 75

If fee payable on the authorized capital is exceeding Rupees two crore and fifty lakhs then the fee applicable shall be limited to two crore and fifty lakhs only.

Registration fee for Memorandum of Association (MOA) (in case of company not having share capital)

Number of members Fee applicable
Up to 20 members 2,000
More than 20 but up to 200 members 5,000
More than 200 members (If number of members not stated as unlimited in AOA) 5,000 + Rupees 10 for every member, after the first 200

The maximum fee payable to the Registrar for registration of a new company not having share capital is fixed at rupees 10,000.

Registration fee for Articles of Association (AOA) (in case of company having share capital)

Nominal Share Capital Fee applicable
Less than 1,00,000 Rupees 200
1,00,000 to 4,99,999 Rupees 300
5,00,000 to 24,99,999 Rupees 400
25,00,000 to 99,99,999 Rupees 500
1,00,00,000 or more Rupees 600

Registration fee for Articles of Association (AOA) (in case of company not having share capital)

Rupees 200 per document

Please note: I welcome your comments and feedback. This blog post is not a professional advice. Readers may share this post on social media by using buttons given here.

Advertisements

One response to “Amended Form INC – 7 (W.E.F. 1 May 2015)

  1. Pingback: Index of Companies Law Posts | AishMGhrana

No professional query in comments (but in mail). Only academic discussion here. Comments moderated. Sometime, reply to your mail ID. To subscribe blog, check homepage.

Fill in your details below or click an icon to log in:

WordPress.com Logo

You are commenting using your WordPress.com account. Log Out / Change )

Twitter picture

You are commenting using your Twitter account. Log Out / Change )

Facebook photo

You are commenting using your Facebook account. Log Out / Change )

Google+ photo

You are commenting using your Google+ account. Log Out / Change )

Connecting to %s