MCA vide Notification dated December 29, 2016, has amended the Companies (Incorporation) Rules, 2014 through the Companies (Incorporation) Fifth Amendment Rules, 2016, which is effective from January 01, 2017. Major highlights of the amendments are given below:
- Form INC-2 i.e. form for nomination by the Subscriber or Member of One Per Company (“OPC”) has been dispensed with and details of said form shall be filed in Form No. INC- 32 (SPICe) along with consent of such nominee in Form No. INC- 3.
- Form No. INC- 7 can now be used only for incorporation of Part I i.e. companies capable of being registered under Sec. 366 of the Companies Act, 2013 etc. and companies with more than seven subscribers w.e.f. January 15, 2017. For all other incorporations, Form No. INC-32 (SPICe), along with e-Memorandum of Association (“e-MOA”) in Form No. INC-33 and e-Articles of Association (“e-AOA”) in Form No. INC-34 shall be filed
- Rule 36 to the Companies (Incorporation) Rules, 2014, i.e. integrated process for Incorporation of the Company i.e. filing of Form No. INC- 29, has been omitted and Rule no 38 providing for Simplified Performa for Incorporating Electronically is inserted.
- In case of incorporation of section 8 company, Form No. INC-13 (Memorandum of Association) and Form No. INC-31 (Articles of Association) as attachments to the Form No. INC-32 (SPICe) will be filed.
- Fees for Form No. INC-32 (SPICe) has been reduced from Rs. 2,000/- (Rupees Two Thousand Only) to Rs. 500/- (Rupees Five Hundred Only)
- Only one (1) name of the proposed company can be filed in the Form No. INC-32 (SPICe).
- Provisions related to reservation of the name for a period of sixty days and requirement of affixation of recent photograph shall not apply in case of incorporation using application Form No. INC- 32 (SPICe).
- Documents pertaining to verification of Registered Office of the Company incorporating under Rule 38 of the Companies (Incorporation) Rules, 2014, may be furnished under Form No. INC-32 (SPICe) itself. Further, no Form No. INC-22 shall be required to be filed separately, in case of the proposed Company maintains its registered office at the given correspondence address.
- The number of re-submissions has been reduced from three (3) to two (2). Total thirty (30) days has been notified for re-submission/s of documents.