The new law of Companies Act, 2013 has introduced different type of companies. Some of the key features of these entities are as follows:
ONE PERSON COMPANY (OPC)- Section 3 read with Rule 3 to 18 of Companies Incorporation Rules, 2014
- Defined under Section 2(62) of the Companies Act, 2013
- Only a natural person who is an Indian citizen and resident in India-
o shall be eligible to incorporate a One Person Company;
o shall be a nominee for the sole member of a One Person Company.
- No person shall be eligible to incorporate more than a One Person Company or become nominee in more than one such company.
- No minor shall become member or nominee of the One Person Company or can hold share with beneficial interest.
- The person nominated by the subscriber or member of a One Person Company may, withdraw his consent by giving a notice in writing to such sole member and to the One Person Company
- Such Company cannot carry out Non-Banking Financial Investment activities including investment in securities of any Body Corporate.
- Where the sole member of One Person Company ceases to be the member in the event of death or incapacity to contract and his nominee becomes the member of such One Person Company
- OPC can be voluntarily converted into Public and Private Limited if paid up capital is equals or more than Rs. 50 lacs or Average Turnover equals or exceeds Rs. 2 crores or two years have expired from the date of incorporation.
PRIVATE COMPANY- Section 3 to 7 read with Rule 8 to 18 of Companies Incorporation Rules, 2014
- Defined under Section 2(68) of the Companies Act, 2013
- Minimum two persons with maximum limit of 200 members , minimum 2 Directors and minimum Paid Up Capital of Rs. 1 lakh
- An application for the reservation of a name shall be made to Registrar
- An application shall be filed, with the Registrar within whose jurisdiction the registered office of the company is proposed to be situated, for incorporation of company
- The memorandum and articles of association of the company shall be signed by each subscriber to the memorandum, who shall add his name, address, description and occupation, if any, in the presence of at least one witness who shall attest the signature.
- Declaration by an advocate, a Chartered Accountant, Cost accountant or Company Secretary in practice that all the requirements of Companies Act, 2013 have been complied with, have to be filed with Registrar
- The particulars of each person mentioned in the articles as first Director of the company and his interest in other firms or bodies corporate along with his consent to act as Director of the company shall be filed with Registrar
- Physical verification of the registered office shall be mandatory
- On receipt of Certificate of Incorporation, a declaration need to be filed by the Director for obtaining Certificate of Commencement of Business
PUBLIC COMPANY- Section 3 to 7 read with Rule 8 to 18 of Companies Incorporation Rules, 2014
- Defined under Section 2(71) of the Companies Act, 2013
- Minimum 7 members, minimum 3 Directors and minimum Paid Up Capital of Rs. 5 lakhs
- Rest of the incorporation provisions as applicable to private company will apply similarly to Public Company
SMALL COMPANY- Section 3 to 7 read with Rule 8 to 18 of Companies Incorporation Rules, 2014
- Defined under Section 2(85) of the Companies Act, 2013
- The Paid up capital of Small Company will be more than Rs. 50 lakhs but less than Rs. 5 crores
- The Turnover of Small Company will be more than Rs. 2 crores but less than Rs. 20 Crores
- The Small Company cannot be formed with charitable objects
- Rest of the incorporation provisions as applicable to private company will also apply to Small Company
To easily understand the structure of company ‘by type’, please refer the attached file for easy reference.
You may get back to us for any more details on the incorporation of companies, or for any other matter related to New Companies Act, 2013 at below mentioned contact details-
Malavika Bhatia | <malavika.bhatia@bluelotusstrategy.com> | M +91 98733 18440
Monika Bhardwaj | <monika.bhardwaj@bluelotusstrategy.com> |M +91 98915 60525
We will do our best to assist you with the compliance’s and removal of doubts / queries. However, please note that since the Act is new, all rules are yet to get promulgated and further MCA website would not be operational from 1st April 2014 till 28th April 2014, as there are lot many areas where operational issues are to be sorted out.
In case of queries that require clarification from Ministry of Corporate Affairs, we will come back to you after seeking necessary clarifications from the Ministry.
