The procedure of Registration and Incorporation under the company Act, 1994 –
For the registration of a company, the following documents, together with the necessary fees, must be submitted to the Registrar of Companies of the State in which the registered office of the company will be situated.
- The Memorandum of Association prepared in accordance with the provisions of the Companies Act and signed by at least 7 persons in the case of public companies and 2 persons in the case of private companies.
- The Articles of Association, in case of unlimited companies, companies limited by guarantee and private companies limited by shares.
- A declaration by any of the following persons, stating that all the requirements of the Act have been complied with – an advocate, an attorney, a pleader, a chartered accountant, or a person named, in the articles as director, manager or secretary of the company.
- A duly signed list of persons has consented to be directors of the company, their consent in writing and the signed agreement with every such director to take the number of shares required to qualify as a director. These are not required in the case of private companies, and companies not having a share capital.
- The Registration fees of a Company are fixed on a graduated scale on the amount of nominal capital or the number of members. There is also a filing fee per document.
Comments: If the Registrar is satisfied that all the requirements of the Act have been complied with, he will register the company and issue a certificate called the Certificate of Incorporation. The purpose of forming the company must be lawful.
Example: A company was formed with the object of carrying on unauthorized lotteries, Registration was refused.