Compliances for establishing business in India

Introduction

Navigating India’s complex business compliance and approval landscape requires a deep understanding of regulations and strict adherence to legal requirements. This involves obtaining essential licenses and authorizations while following government guidelines, fostering trust with stakeholders.

Setting up legal existence of the entity

Setting up the legal existence of a company requires –

• Approval for proposed company name, consent to establish and operate,
• Digital Signature Certificate (“DSC”) for proposed directors,
• Filing E-Form for Central Registration Centre (“CRC”),
• finalizing supporting documents,
• Grant for Bureau of Indian Standards (“BIS”) license,
• Obtain a Director Identification Number (“DIN”),
• A Permanent Account Number (“PAN”),
• Quality Marking Certificate,
• Registration for a Tax Account Number (“TAN”), and
• Verification of Documents.
  
  
• Obtain Director Identification Number(“DIN”) –
• The Director Identification Number DIN is a distinctive identification code assigned to individuals serving as directors in Indian registered companies.
• To obtain a DIN, individuals must apply through the Ministry of Corporate Affairs (“MCA”) by applying form and required documents like identity and address proofs.
• Once approved, they receive a unique DIN to use in their directorial positions across various companies.
  
  
• Digital Signature Certificate for ‘Proposed Directors’ and ‘Designated Partners’-
• To acquire a Digital Signature Certificate (“DSC”), individuals can initiate the process by directly engaging with authorized Certifying Authorities (“CAs”).
• This involves presenting both the original supporting documents and their corresponding self-attested copies.
• The issuance of a digital signature is carried out by licensed Certifying Authorities.
  
  
• Approval for proposed Company/ Limited Liability Partnership (“LLP”) name-
• The MCA portal offers a name search feature for LLPs and existing companies. The approval process for company names is managed by the CRC, India, through the filing of RUN.
• For companies, a reserved name is valid for 20 days for adoption; after this period, a new approval via RUN is required. In the case of LLPs, name reservations are valid for 3 months.
• If a company needs to change its name, the reserved name remains accessible for 60 days.
  
  
• Finalization of supporting documents-
• Submission of the electronic Memorandum of Association (eMoA – INC 33) and Articles of Association (eAoA – INC 34), along with the payment of stamp duty and filing fees, is required.
• In situations involving foreign subscribers, physical copies of the Memorandum of Association (“MOA”) and Articles of Association (“AOA”) need to be filed.
  
  
• Filing of E-forms with CRC-
• Once SPICe+ has been accurately completed and submitted to the CRC for company incorporation, the corresponding requirement for LLP incorporation involves filing MCA Form FiLLiP.
• For Foreign Limited Liability Partnerships, the essential form to be submitted is Form 27.
  
  
• Verification of Documents-
• Upon successful payment of all fees and stamp duties, the CRC undertakes a comprehensive review of all forms.
• If necessary, the CRC may recommend modifications to the forms or the attachments accompanying them.
  
  
• Certification of Incorporation- Upon the thorough approval of all forms by the CRC, the digitally signed “Certificate of Incorporation” is issued.
• For Limited Liability Partnerships (“LLPs”): When it comes to LLPs, it’s imperative to sign the LLP agreement and submit it to the Registrar of Companies (“ROC”) within a span of 30 days from the LLP’s incorporation.
  
  
• Obligations for Companies with Share Capital: In situations where a company has share capital, it is obligatory to submit a declaration confirming the receipt of the subscription amount and validating the registered office within 180 days post incorporation and prior to the initiation of business activities.
  
  
• Obtain Permanent Account Number (“PAN”)-
• The allocation of a PAN number will be based on the details provided in Form SPICe/SPICe+ during the company’s incorporation process.
  
  
• Enrollment for Tax Account Number(“TAN”)-
• The allocation of a TAN number will be determined by the details provided in Form SPICe/SPICe+ during the company’s incorporation process.
  
  
• Registration for Goods and Services Tax (“GST”)-
• To register for GST in India, businesses can choose between the GST Online Portal or a GST Seva Kendra. After submission, you’ll receive application reference numbers via mobile or email.
• The GST officer reviews your application, and if additional information is required, use Form GST-REG-03 and provide details via Form GST-REG-04 within 7 working days.

How we can help?

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