Saturday, October 1, 2016

Details Required for Incorporation of a Joint Venture Company in India

Details Required for Incorporation of a Joint 

Venture Company in India



a)     Board Resolution by all corporate entities, statutory bodies, organization being promoters of the proposed company,

b)     the said resolution empowering to :  allow use of the ‘brand /trade name’ of the corporate promoter, by the proposed company i.e. giving its No-Objection ;

c)      subscribe to the equity share capital of the Company stating the extent and manner of shareholding &

d)     Make the necessary application with the Registrar of Companies (hereinafter referred to as “ROC”). Information Required :


Proposed signatories to Memorandum Details

a) Name, Occupation & Complete Address of one of the Co-Promoters, who shall sign the said Form 1A;

 b) Name of at least two promoters;

 c) State wherein Company’s registered office is proposed;

d) Category of Proposed Company – Public or Private;

e) Proposed ‘Names’ of the Company & a brief significance of the said Names.

 f) Main Objects of the Proposed Company (in brief).



First Directors Details

 (At least 2 directors for a Private Company and 3 directors for a Public Company):

  Name of Director  Father’s Name  Nationality  Occupation

  Date of Birth  Voter’s I.D. No. / Passport No. / Driving License No.

 E-Mail I.D. (Optional)  Permanent Residential Address (With Name of State, Country & PIN Code)

 Permanent Residential Address (With Name of State, Country & PIN Code)

  Present Residential Address (With Name of State, Country & PIN Code)  Corporate Identity Number (CIN) of any Indian Company wherein he is a director or promoter.

Documents required for obtaining DIN

To obtain Director Identification Number (DIN) for all proposed directors,

a) Copy of Identity Proof (Passport, Driving License, PAN Card etc.)

b) Copy of Address Proof (Passport, Driving License, Electricity Bill, Ration Card, Telephone Bill, bank Statement etc.

     c) Two Passport size photographs d) Copy of Valid Passport (mandatory in     
      Case of Foreign Nationals / NRI’s);

In case of foreign nationals / NRI’s, the said documents shall have to be notarized /apostilled by the Notary of the Home Country of the proposed director.

The attesting authority must indicate the following while attesting the documents – Name in full, Signatures, Seal/Stamp & Registration No.

Submit a Translated Copy (duly attested) in case the original document is in a language other than English or Hindi.

  In case Identity Proof does not have date of birth and/or Father’s name, or in case the same does not tally with the DIN Application Form, additional proof (duly attested) shall have to be submitted.

To Obtain Digital Signatures for at least one proposed Director

a) Copy of the Identity Proof (Passport / Driving License etc.)

 b) Copy of Address Proof (Electricity Bill, Ration Card, Telephone Bill etc.)
 c) One Passport size photograph


Memorandum & Articles of Association:

a) A brief details of the main objects of the proposed Company.

b) Copy of JV agreement, if any

c) To get the Memorandum and Articles signed by all the subscribers in their own hands, wherein they write their name, father’s name, occupation, address and the number of shares subscribed for. The same is to be witnessed by at least one person.

d) In case of foreign nationals / NRI’s, the same shall be notarized /apostilled by the Consulate General of the Indian Embassy situated in that Country.

Director Details

a)     Details of Directors in respect of the following: - Designation of Director (Director, Managing Director, Whole-time etc.

b)    Category of Director (Chairman, Executive Director or Non-Executive Director).

c)     Complete address of the registered office of the Company (with Name of District, State, Country, Pin Code), E-Mail I.D. of Company.

d)    Complete address of the Police Station in whose jurisdiction the registered office of the Company is situated (with Name of District, State, Country, Pin Code)

e)     Name, Father’s Name & Present Residential Address of all subscribers.

f)      Documents Required: a) Consent Letter(s) signed by each director in the prescribed format.


g)     In case the foreign national/NRI is not available in India, then the Special Power of Attorney shall have to executed on a plain paper and notarized /apostilled by the Consulate General of the Indian Embassy situated in that Country. The SPOA holder shall further sign the SPOA and appropriate stamp duty will be paid in India.

2 comments:

  1. Dear Sir

    Kindly advise on the below query, I shall be thankful.


    If the subsidiary of foreign company purchase stake of 51% in India company, can the part of sale consideration be paid in future.

    Early reply will be much appreciated.

    Best Regards,
    Waseem

    ReplyDelete
  2. Notification No.FEMA.368/2016-RB May 20, 2016
    In case of transfer of shares between a resident buyer and a non-resident seller or vice-versa, not more than twenty five per cent of the total consideration can be paid by the buyer on a deferred basis within a period not exceeding eighteen months from the date of the transfer agreement. For this purpose, if so agreed between the buyer and the seller, an escrow arrangement may be made between the buyer and the seller for an amount not more than twenty five per cent of the total consideration for a period not exceeding eighteen months from the date of the transfer agreement or if the total consideration is paid by the buyer to the seller, the seller may furnish an indemnity for an amount not more than twenty five per cent of the total consideration for a period not exceeding eighteen months from the date of the payment of the full consideration.
    Provided the total consideration finally paid for the shares must be compliant with the applicable pricing guidelines.”

    ReplyDelete