Companies (Authorised to Register) Second Amendment Rules, 2018
They shall come into force with effect from 15th August 2018
In the Companies (Authorised to Register) Rules, 2014 (hereinafter referred to as the said rules), in rule 2, in subrule
(1), after clause (g), the following clauses shall be inserted, namely:-
“(h) “society” means a society registered under the Societies Registration Act, 1860 (21 of 1860) and includes a
society registered under or deemed to be registered under any other law for the time being in force;
(i) “trust” means an irrevocable public charitable or religious trust registered under any law for the time being in
force and represented by its trustees, in whom the trust property is vested, as members;
(j) “Registrar of Firms” means the Registrar appointed under section 57 of the Indian Partnership Act, 1932 (9
of 1932);
(k) “Registrar of Trusts” includes a Charity Commissioner, an Inspector-General of Registration or such other
authority having the duty of registering trusts in a State.”.
"By way of this, Ministry of Corporate Affairs opens the Door to other registered entity to get them registered under the Companies Act,2013 as Part I Company.By this, in Future we will going to witness a tremendous Change in Business Structures"
Documents Required by Entities to Registered under Companies Act,2013 as Part I Company:-
(a) In case of an application by a Limited Liability Partnership or firm for registration as a company limited by shares
(i) a list showing the names, addresses, and occupations of all persons named therein as partners with details of shares
held by them respectively, showing separately shares allotted for consideration in cash and for consideration other than
cash along-with the source of consideration and distinguishing, in cases where the shares are numbered, each share by its
number, who on a day, not being more than six clear days before the day of seeking registration, were partners of the
Limited Liability Partnership or firm as the case may be;
(ii) a list showing the particulars of persons proposed as the first directors of the company, alongwith Director
Identification Number (DIN), passport number, if any, with expiry date, residential addresses and their interests in other
firm or body corporate along with their consent to act as directors of the company;
(iii) in case of a firm, deed of partnership, bye-laws or other instrument constituting or regulating the firm and in case the
deed of partnership was revised at any time in the past, copies of the principal and all subsequent deeds including the
latest deed, along with the certificate of the registration issued by the Registrar of Firms, in case the firm is registered;
(iv) written consent or No Objection Certificate from all the secured creditors of the applicant;
(v) written consent, from the majority of members whether present in person or by proxy at a general meeting, agreeing
for such registration;
(vi) an undertaking that the proposed directors shall comply with the requirements of the Indian Stamp Act, 1899 (2 of
1899) as applicable;
(vii) a copy of the latest income tax return of the Limited Liability Partnership or firm, as the case may be.
Law(s) Governing the eForm
eForm URC-1 is required to be filed pursuant to Section 366 of the Companies Act, 2013 and Rule 3(2) of the Companies (Authorised to Register) Rules, 2014
Notes:-
- Please ensure that secured creditors have given their consent have given their consent for registration under this Part.
- Also ensure that prior to filing this eForm, a notice in newspaper about registration under this Part, one in English and in vernacular language seeking objections must be published.
- A copy of such notice is to be filed along with this eForm.
- The entity should address such objections, if any suitably
- The entity after registration shall submit all necessary documents to registering authority for dissolution as the existing entity under relevant law.
2. Declaration of two or more directors verifying the particulars of all members/ partners.
3. Affidavit from all the members/partners for dissolution of the entity.
4. Copy of the instrument constituting or regulating the entity.
5. Copy of Newspaper advertisement.
6. Certificate from a CA/CS/CWA certifying the compliance with all the provisions of Stamp Act, to the extent applicable.
7. Undertaking by the proposed directors for compliance with requirements of Indian Stamp Act, 1899
8. A copy of latest Income Tax Return of the firm
Conditional:
9. Copy of certificate of registration of the entity shall be mandatory to be attached in case Type of company is ‘Part I Section 8 company’ or ‘Part I LLP to company’.
10. Consent of majority of members is mandatory to be attached in case company is limited by shares or Unlimited company
11. Consent of at least three-fourth of members agreeing for registration under this part is mandatory to be attached in case company is limited by guarantee.
12. No objection certificate from the concerned Registrar of Firms or Registrar of Companies (LLP) is mandatory to be attached in case type of company is ‘Part I Firm to company’/ ‘Part I LLP to company’.
13. No objection certificate/Consent given by secured creditors is mandatory to be attached in case of any secured debt outstanding as on the date of application.
14. Copy of the resolution declaring the amount of guarantee is mandatory in case company is limited by guarantee.
15. Declaration from all the members regarding compliance as per section 8(1)(b) and section 8(1)(c) of the Act and detailed objects of the company shall be mandatory in case Type of company is ‘Part I Section 8 company’.
Points for Successful Submission of Form URC-1
- In case 20 days expired from the date of approval of RUN, this form cannot be filed
- The eForm will be processed by the office of Registrar of Companies (Non STP)
- Fee in case of company not having share capital Rupees 200
