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Certificate of Incorporation of a Company

Certificate of Incorporation of a Company (Complete Guide)

A private limited Company is a company that does not issue shares to the public and always uses the suffix Pvt Ltd in its name. Legal documents or legal licenses are required to form such a company. In this article, you will get to know about the certificate of incorporation of a company. Let’s move on.

Once you have completed your company incorporation at Companies House, you will receive a certificate of incorporation. This can be in electronic form or you can choose an official print that can be framed and displayed at your business facility. This is proof that your company was properly and legally incorporated. Basically, you’re in it for the long haul.

How Can I Get Certificate of Incorporation in India

Certificate of Incorporation Process

To obtain a certificate of Incorporation, a private limited company must follow these steps:

Getting  a DSC (Digital Signature Certificate) and DIN (Director Identification Number):

A DSC is required for all e-fills and MOA and AOA submissions. A Director Identification Number (DIN) is a unique number assigned by a department to a person who qualifies as a director. It is a director’s identity.

Application for name approval:

The next step is to apply for a company name.  An application for name approval must be submitted to the commercial register. Approval is expected within 14 days of receipt of the application.

Preparation of Memorandum of Understanding (MOA) and Articles of Incorporation (AOA): 

MOA and AOA are important documents for a company. A MOA is a basic document that defines the scope and operations of a company. AOA defines how operations are performed, and their rules, and regulations.

E-form Submission and Fee Payment to Registrar:

All e-forms must be submitted to the registrar after verification and the required fees must be paid to the registrar.

Issuance of Certificate of Incorporation:

After reviewing all submitted documents, the Registrar will send the Certificate of Incorporation to the Board of Directors of the company.

How Do I Find a Company’s Certificate of Incorporation

To find a company’s certificate of incorporation, you can do the following steps:

Contact the secretary of state’s office: You can contact the secretary of state’s office in the state where the company was incorporated and request a copy of the certificate of incorporation. Some states may require you to submit a written request and may charge a fee for providing a copy of the certificate.

Search online: Many states have online databases that allow you to search for a company’s certificate of incorporation. You can search for the name of the company and see if the certificate is available online.

Check the company’s website: The company may have a copy of its certificate of incorporation available on its website. You can check the “About” or “Investor Relations” section of the company’s website to see if the certificate is available.

Check with the company directly: If you are unable to find a copy of the certificate of incorporation through any of the above methods, you can try contacting the company directly and asking if they can provide you with a copy of the certificate.

Why Does a Company Need a Certificate of Incorporation

The certificate of Incorporation is considered a persuasive confirmation of the accuracy of the company’s articles of Incorporation, even if the registration process was flawed. A company can start trading as soon as the Articles of Incorporation are issued.

What Is the Validity of Certificate of Incorporation

The certificate of Incorporation issued by the commercial register is valid until the company exists and expires after the company is dissolved.

What Are the Important Documents for Incorporation of Company

The following are some of the important documents that are required for the incorporation of a company:

  1. Company of incorporation: The company of incorporation, also known as the certificate of incorporation or the corporate charter, is the primary document that is filed with the government to create a corporation. It includes the name of the corporation, its purpose, the names and addresses of the incorporators, the number and classes of shares of stock that the corporation is authorized to issue, and any other provisions that are required by law.
  1. Bylaws: The bylaws are the internal rules and regulations that govern the operation of the corporation. They outline the rights and responsibilities of the directors, officers, and shareholders, as well as the procedures for conducting meetings and taking corporate action.
  1. Minutes of the organizational meeting: The minutes of the organizational meeting are a record of the proceedings of the meeting at which the directors and officers of the corporation were elected and the bylaws were adopted.
  1. Stock certificates: Stock certificates are physical or electronic documents that evidence ownership of shares in a corporation. They typically include the name of the corporation, the number of shares owned, and the name of the shareholder.
  1. Employee agreements: Employee agreements are contracts that outline the terms and conditions of employment for specific employees of the corporation.
  1. Intellectual property assignments: Intellectual property assignments are documents that transfer ownership of intellectual property, such as patents, trademarks, and copyrights, from the person or entity who created the intellectual property to the corporation.
  1. Other agreements: The corporation may also enter into other agreements, such as contracts with suppliers, customers, and lenders, in order to conduct its business.

What Are the Features of Certificate of Incorporation

The certificate of incorporation is a document that is issued by a government agency, usually the secretary of state, to formally create a corporation. It includes the following features:

  1. The name of the corporation: The certificate of incorporation must include the name of the corporation, which must be unique and cannot be the same as or confusingly similar to the name of any other corporation.
  1. The purpose of the corporation: The certificate of incorporation must state the purpose for which the corporation is being formed. This can be a general purpose, such as “engaging in any lawful business,” or a specific purpose, such as “manufacturing and selling computer hardware.”
  1. The location of the corporation: The certificate of incorporation must include the address of the corporation’s principal place of business.
  1. The names and addresses of the incorporators: The certificate of incorporation must include the names and addresses of the individuals who are responsible for forming the corporation.
  1. The number and classes of shares of stock: The certificate of incorporation must specify the number and classes of shares of stock that the corporation is authorized to issue.
  2. The duration of the corporation: The certificate of incorporation must state the duration of the corporation, which can be perpetual or a specified number of years.
  1. Any provisions that are required by law: The certificate of incorporation may include any provisions that are required by law, such as provisions relating to the management of the corporation and the powers of the directors.

Frequently Asked Questions (FAQs):

Is certificate of incorporation and registration certificate same?

Yes, the certificate of incorporation and registration certificate are the same. 

Who issue the certificate of incorporation?

Ministry of Corporate Affairs (MCA) issues the certificate of incorporation.

Conclusion

Certificate of incorporation of a company. There was a time when it took a lot of time, energy, money, and effort to register a company. Unlike in the past, you don’t have to run from one agency to another to get an incorporation certificate.

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