A private limited company, which means that a company that does not issue its shares to the public and which always uses the suffix Pvt Ltd in its name.
For such a company to come into existence, a legal document or a legal license to operate is mandated.
Section 7 of the Companies Act 2013 deals with the procedure for the incorporation of a company which sets out Certificate of Incorporation (issued by the Ministry of Corporate Affairs or the State Government) as the final step to the incorporation of a company. It provides legal identity to the company and a license to commence business.
The Certificate of Incorporation of a private limited company includes the following:
To obtain a Certificate of Incorporation, the private limited company has to follow the below-mentioned steps:
Once the Certificate of Incorporation is obtained, it becomes an identity of the company. If the company wishes to modify the name of the company, then it must check for the availability of a new name, conduct an EGM, pass a special resolution, and apply to the Registrar for approval of the name pursuant to rule 29 of the Companies (Incorporation) Rules, 2014. Post-approval the Registrar will issue a fresh Certificate of Incorporation.
However, if the address of the company is modified, the Certificate of Incorporation will not be modified. The company will have to apply for relevant forms and ensure modification in the company master data. The address on the Certificate of Incorporation is on the date of incorporation, and hence no retrospective changes can be made.
A Certificate of Incorporation brings the company alive. It has all details as on the date of incorporation and replicates a birth certificate for an individual.
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