Company registration with Korean Foreigners In India

Company registration with Korean Foreigners In India

Procedure of incorporating a company with form SPICe (INC-32), SPICe MOA (INC-33) & SPICe AOA (INC-34)

First take name approval from ROC through RUN

There are basically two cases for incorporation of Company with Individual Shareholders in India;

a.       Subscribers are in India on Business VISA (Copy of Valid Business VISA & Arrival Stamps to be attached)

b.      Subscribers are outside India and requires the documents including Subscription sheet to be Notarised and Apostilled

*Make sure that there is atleast one Resident Director in your proposed Company.

Form INC-32 is an option to process for the consolidated application for Director Identification number, Reservation of name, Incorporation of Companies. This e Form is accompanied by supporting documents including details of Directors & subscribers, MoA and AoA etc. Once the e Form is processed and found complete, company would register in 48 hours. Also DINs gets issued to the proposed Directors who do not have a valid DIN. Maximum three Directors are allowed for using this integrated form for allotment of DIN while incorporating a company. Only one name choice is given to the promoters to apply for name of the company, but in case the promoters wish to apply for 2 names, then he may reserve the name using RUN (Reserve Unique Name), where the applicant even gets 1 resubmission chance.

Companies eligible for Registered using Form SPICe INC-32:

Ø  Private Limited Company

Ø  One Person Company

Ø  Limited Company

Ø  Producer Company

Ø  Part 1 Companies

Ø  Nidhi Companies

Procedure for Registering a company by using Form SPICe INC-32:

Ø  Obtain Digital Signature for all Subscribers and one Director: To obtain Digital Signature, the signed Digital Signature form along with a self-attested copy of PAN Card and Address Proof preferred Aadhar Card, Photo, mail ID and Phone number must be submitted to the DSC Agency like Emudhra or Sify, and in case the applicant is a Foreigner then, his ID i.e. Passport Mandatory and Address proof needs to be Notary and Appostiled. Notarization means securing a stamp from the notary, affirming the documents are a true copy of the original. Apostille stamp is secured from the Ministry of Foreign Affairs of a particular country. Please note, apostille stamp is secured after notarization. 

Ø  Next, it is required to be checked whether the Subscribers are in India or outside India, accordingly we shall analyse whether SPICe INC 32 (having attachments as MOA & AOA) to be filed alone or SPICe INC 32 along with eMOA & eAOA to be filed. In case, subscribers are Foreigners and are in India on Business VISA then second Option i.e. filing of eMOA & eAOA will be done along with SPICe INC 32.

Ø  Pls note that to apply for DIN in the integrated form. Directors not having DIN cannot be more than 3 in Number in SPICe INC 32 (Integrated form). Additional documents are attached like Self attested PAN, Self attested Aadhar, Photograph passport size, and Electricity Bill/ Bank Statement required. Pls note that Bank statement or Electricity Bill should not be older than 2 months.

Ø  Promoter of proposed company shall proposed only one name, further the promoter has an option to Reserve name for 20 days through RUN (Reserve Unique Name) Service, here he can apply for 2 names and a resubmission chance is also granted to him.

Ø  Template as per Memorandum of Association will be prepared in Form INC-33 and template as per Articles of Association will be prepared in Form INC-34. Kindly note that if the subscriber are in India on Valid Business VISA, then, the same needs to be attached along with Arrival Stamps and eMOA & eAOA are to be filed wherein the subscription sheet is Digitally  signed with the help of DSC.

If the Subscribers are outside India, then the subscription sheet is required to be notarized and apostilled and affixed at the end of MOA & AOA along with the numbering at each page of MOA & AOA.

Ø  Subscribers shall sign the Subscription Sheet of Memorandum of association and Article of Association and also witnessed by the person outside India.

Ø  If after examining, Registrar finds necessary to call further information or such application/documents to be defective, then he shall intimate the applicant for removing the defects or resubmitting the form within 15 days,

Ø  After Resubmission, if Registrar still finds the defect or incompleteness, then he shall give one more opportunity of 15 days for removing the defects & completing the form. Maximum two chances are given for removing the defects.

Ø  Certificate of Incorporation should be issued by Registrar in Form INC-11.

Ø  PAN & TAN is issued along with

Common mistakes while filling

Name related mistakes i.e. the name may get rejected if

Ø  It resembles trademarks

Ø  Proposed name is too general without any distinct word or identity

Ø  Proposed Name is not available in view of the existence of identical or closely resembling existing companies

Ø  Proposed name is not according to the activities described in Main Objects

Other mistakes

Ø  Business of 'network marketing' 'channel marketing', 'multi link gift schemes', 'multilevel marketing','multi linking promotional activities', 'direct sales associates', 'pyramid structure schemes' and other similar activities cannot be done. Please refer RBI Press Release 2014-2015/1383 dated 1.1.2015. Hence, remove such words and objects from MOA.

Ø  Must not contain the words like architecture, financial services, etc for which approval of associated authority is required.

Ø  The registered office address of the company should be a real office and not virtual one,

Ø  NOC for registered office should be signed by the actual owner of the premise

Ø  Any utility bill/ bank statement provided with the form should not be older than 2 months

Ø  In case you have foreigner subscribers, all the documents, be it ID proof, Address proof, and any other documents required for company incorporation should be notarized in case of Commonwealth country and notarized and Appostiled in other cases.

Ø  Information regarding Area Code for applying PAN/TAN of the company should be carefully filled

Ø  Address mismatch with Spice INC 32 & Bank Statement/ Aadhar (Typically clerical error)

Ø  Proposed name containing India as prefix not allowed as per Rule 8 of Incorporation Rule, 2014. E.g. India Games Private Limited is not allowed.
      -As per rule 13(5) of the Companies (Incorporation) Rules, 2014, Business visa of foreign susbcriber or foreign authorised representative should be attached or Overseas Citizen of India (OCI) or Person of Indian Origin(PIO) certificate should be attached with stamps of arrival in India. as MOA And AOA are sign in India -Place of signing on DIR-2 and INC-9 mention is India(Delhi) then no need to notarise and apostile the said documents
--- Please provide NOC and KYC documents from registered TM holder 
---- Proposed name is single prefix name. Please add some activity as suffix which reflects the object.
----- INC-9 is to be executed along with the place and date of execution, in the name of all the subscribers/directors and authorised person of body corporate should be attached as per rule 15 of the Companies (Incorporation) Rules, 2014 and name of proposed company should be mentioned in it. 
-----Mismatch of residence proof address of Subscriber with spice-32. 
-----As per rule 13(5) of the Companies (Incorporation) Rules, 2014, all the documents of foreign company/foreign subscriber/director executed outside India should be duly apostilled, notarised or consularised/certified by diplomate/high commission.
----Proposed name resembles nearly to the name of an existing company: - KOREAN ASSOCIATION FOR _____ IN INDIA . Hence, it is not considerable as per the provisions of section 4(2) of the Companies Act-2013.                                                                                                                                           

·         The proposed company is a section 8 Company as per Rule 8 (7) Companies (Incorporation) Rules, 2014. For the Companies under section 8 of the Act, the name shall include the words foundation, Forum, Association, Federation, Chambers, Confederation, council, Electoral trust and the like etc.

-   Company registration simplified but you need to do Home Work as CRC is hard to accept silly mistakes and forged signatures etc!!!Start your company by filing just one form-INC 32!! So, now, instead of filing separate e-forms for allotment of Director Identification Number, Name of Company and Incorporation of a company, start-ups can only file one single form-INC 32 to incorporate their company. Not only that, separate queue at the back office of the MCA would be present for the processing of INC 32. So, company incorporation in 48 hours actually seems possible in India as well!!

Contact CS NEHA SETH now for any query

Email id: csnehaseth@gmail.com

Mobile Number: 09871903449