Instruction Kit for eForm SPICe (INC-32)

(Integrated Incorporation Form)

Table of Contents

About this Document ............................................................................................................. 2

Part I – Law(s) Governing the eForm ................................................................................... 2
Purpose of the eForm.............................................................................................................. 2
eForm Number as per Companies Act, 1956 ............................................................................... 2
Part II – Instructions to fill the eForm .................................................................................. 3
Specific Instructions to fill the eForm SPICe (INC-32) at Field Level............................................. 3
Common Instructions to fill eForm...........................................................................................23
Part III - Important Points for Successful Submission.........................................................25
Fee Rules .............................................................................................................................25
Processing Type....................................................................................................................25
Email ..................................................................................................................................25
Annexure A..........................................................................................................................26
Annexure B ..........................................................................................................................29

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 Instruction Kit for eForm SPICe (INC-32)
(Integrated Incorporation Form)

About this Document

The Instruction Kit has been prepared to help you file eForms with ease. This documents provides
references to law(s) governing the eForms, instructions to fill the eForm at field level and common
instructions to fill all eForms. The document also includes important points to be noted for
successful submission.

User is advised to refer instruction kit specifically prepared for each eForm.

This document is divided into following sections:

Part I – Laws Governing the eForm

Part II – Instructions to fill the eForm
Part III – Important Points for Successful Submission
Click on any section link to refer to the section.

Part I – Law(s) Governing the eForm

{In pursuance of sections 4, 7, 12, 152 and 153 of the Companies Act, 2013 read with rules made
thereunder}

Purpose of the eForm

EForm SPICe (INC-32) deals with the single application for reservation of name, incorporation of
a new company and/or application for allotment of DIN. This eForm is accompanied by supporting
documents including details of Directors & subscribers, MoA and AoA etc. Once the eForm is
processed and found complete, company would be registered and CIN would be allocated. Also
DINs gets issued to the proposed Directors who do not have a valid DIN. Maximum three Directors
are allowed for using this integrated form for filing application of allotment of DIN while
incorporating a company.

eForm Number as per Companies Act, 1956

This e-form is newly introduced under rules notified under the Companies Act, 2013.

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 Instruction Kit for eForm SPICe (INC-32)
(Integrated Incorporation Form)

Part II – Instructions to fill the eForm

Specific Instructions to fill the eForm SPICe (INC-32) at Field Level

Instructions to fill the eForm are tabulated below at field level. Only important fields that require
detailed instructions to be filled in eForm are explained. Self-explanatory fields are not discussed.

S. No/ Field Name Instructions

Section
Name
1 a State the type of Select the type of proposed company under drop-down provided.
company Values are: Producer Company, New company (others)
Type as producer company should be selected only in case
company complies with the provisions of Part IXA of the
Companies Act, 1956.
Further pre-fill of ‘Section 8 company’ is also allowed in case
license under section 8 is issued against the SRN of form INC-1.
Mention such SRN of form INC-1 in field 5.
1 b State the class of Select the class of proposed company from values given as
company Public, Private or One Person Company
In case of producer company selected, class can be selected as
private only. In case of OPC, company type should only be ‘New
company (others)’.
1 c State the category Select the category of proposed company from the drop-down
of company values provided like Company limited by shares, Company
limited by guarantee or Unlimited company.
In case of Producer company or One person company, only
limited by shares can be selected.
1 d State the sub- Select the Sub-category applicable to the proposed company
category of from the drop-down values given like Union government
company company, State government company, Non-government
company, Subsidiary of foreign company, Guarantee and
association company.
Guarantee and association company can be selected in case of
company is limited by guarantee.
1 e Company is: Select whether company is having share capital or not.
Having share
capital or Not

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 Instruction Kit for eForm SPICe (INC-32)
(Integrated Incorporation Form)

S. No/ Field Name Instructions

Section
Name
1 f Section 8 license In case proposed company is section 8 company, then license
number issued against the SRN of form INC-1 will be pre-filled.

2 a Main division of Enter the main division code for the industrial activity of the
industrial activity proposed company. Refer Annexure A for the list of main
of the company divisions of industrial activities.
2 b Whether Articles Select whether the article(s) is/are entrenched compared to the
of Association is standard template of Articles of Association notified under
entrenched schedule I to the Companies Act, 2013 and also specify their
number along with details of entrenchment.
Make sure the article number matches with form SPICe AOA
(INC-34) or attached Articles of Association.

3 (i) Capital In case of a company having share capital, enter the details of
structure of the authorized and subscribed share capital break up.
company
Minimum authorized and subscribed share capital required for an
OPC is Rupee one or a private company having share capital is
Rupees two and in case of a public company Rupees seven.

Also enter the number of shares, total amount of shares and

nominal amount per share for each kind of shares. At least one
kind of share capital (Equity/ Preference) should be greater than
zero in number of shares as well as amount of shares.

In case company has shares of multiple nominal amounts per

share, then enter multiple nominal values per share separated by
comma in the field Nominal amount per share.
For example, if the details of authorized share capital are as
follows:
1,00,000 equity shares of Rs. 10 each
1,00,000 equity shares of Rs. 5 each
10,000 7% Preference shares of Rs. 50 each
5,000 8% Preference shares of Rs. 100 each

The respective fields are to be entered in the following manner:

Authorized capital of the company (in Rs.)- 25,00,000/-
Break up of Authorized capital:
Number of equity shares- 2,00,000
Total amount of equity shares (in Rs.)- 15,00,000/-

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 Instruction Kit for eForm SPICe (INC-32)
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S. No/ Field Name Instructions

Section
Name
Nominal amount per equity share- Rs. 10, Rs. 5
Number of preference shares- 15,000
Total amount of preference shares (in Rs.)- 10,00,000/-
Nominal amount per preference share- Rs. 50, Rs.100

3 (ii) Details of number Enter the details of number of members in case of a company is
of members not having share capital.

Maximum number of members excluding proposed employee(s)

should not be greater than 200 in case of a private company.

Number of members excluding proposed employee(s) should be

greater than or equal to two in case of Private company and seven
in case of public company.
4 (a) Correspondence / Enter the correspondence address of the proposed company.
registered address
The company can establish its place of registered office on or
from the fifteenth day of its incorporation. In case company
establishes its registered office after incorporation, the
correspondence address shall be the mailing address for company
for receiving and acknowledging all communications and notices
as may be addressed to it, till the time company establishes its
registered office.

Make sure that correspondence address is of same state where

company is willing to have its registered office.

Enter the valid email id of the company. Ensure that this email
ID is valid as intimation regarding processing of the eForms,
important communication from RoC office shall also be
communicated electronically at the email ID being mentioned
here.

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S. No/ Field Name Instructions

Section
Name
4 (b) Whether the Select Yes if the address for correspondence is the address of
address for registered office of the company and attach the proof of office
correspondence is address and copy of utility bill that is not older than two months.
the address of
registered office of Select No if the address for correspondence is not the address of
the company registered office of the company. In this case, the company shall
establish its registered office within fifteen of the approval of this
application for Incorporation and shall also intimate such address
of registered office within thirty days of the Incorporation via e-
form INC-22.

4 (c) Name of the office Select the RoC name displayed based on the state selected in
of the Registrar of correspondence details.
Companies in
which the proposed Users are advised to select the correct name of office of the
company is to be Registrar of Companies (ROC) in case more than one ROC is
registered mapped to the state selected. Once application is filed, the same
would not allowed to be changed until company is incorporated.

5 (a)(i) Whether name is In case company name is already approved via eForm INC-1,
already approved select option ‘Yes’ and mention the SRN of such approved form.
by Registrar of
Companies
5 (a)(ii) Particulars of the Enter the particulars of the proposed name. In case of name
proposed/approved already approved via eForm INC-1, the same gets pre-filled
name based on the SRN entered.

The illustrative list of names based on the type of company is as

follows:
In case of an one person company – ABC (OPC) Private Limited
In case of a private limited company (other than producer
company) – ABC Private Limited
In case of a private limited company (Producer company) – ABC
Producer Company Limited
In case of a public limited company – ABC Limited
In case of an Unlimited liability private company – ABC Private
Unlimited
In case of an Unlimited liability pubic company – ABC
Unlimited

Do not enter abbreviation like “PVT”, “PVT.”, (P), “LTD” and

“LTD”.

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S. No/ Field Name Instructions

Section
Name

State the significance of the key or coined word used in the

proposed name. It should mention why such word cannot be done
without in the name.

If the proposed name is or has used any word in any vernacular

language e.g.: Hindi, Marathi, Tamil etc., then please mention
the language.
5 b (i) Whether the Select whether the promoters are carrying on any Partnership
promoters are firm, sole proprietary or unregistered entity in the name as
carrying on any applied for. If yes, select whether such business shall be acquired
Partnership firm, by the proposed company. Select the Yes or No option.
sole proprietary or
unregistered entity In case Yes is selected then a NOC from the sole proprietor/
in the name as partners/other associates/ existing company shall be attached
applied for under attachment section.

If yes, whether the

business of such
entity shall be
acquired.

5 b (ii) Whether the Option Yes can be selected only if company has been issued a
proposed name license under section 8
including the
phrase ‘Electoral
trust’
5 b (iii) Whether the Select whether the approval of Central Government is required
proposed name(s) for the reservation of name proposed.
contain such word
or expression for If yes, attach the necessary approval under attachment.
which the previous
approval of Central
Government is
required
5 b (iv) Whether approval Select whether the approval is needed from any sectoral
from any sectoral regulator.
regulator is
required In case necessary approval is already taken then select the
applicable declaration under declaration section of this
application form.

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S. No/ Field Name Instructions

Section
Name
5 b (v) Whether the name In case the proposed name is similar to any existing company,
is similar to enter the CIN of such existing company and the name of the
 Existing Indian company will be displayed. If CIN is not known, then enter the
Company name of such company.
 Foreign body
corporate In case the proposed name is similar to any foreign holding
company, enter the name of the foreign holding company.

In case the name is similar to any existing company or to the

foreign holding company, then, a certified true copy of No
objection certificate by way of board resolution (in case of Indian
company) or resolution (in case of foreign company) needs to be
attached.

5 c (i) Whether the Enter whether the proposed name is in resemblance with any
proposed name is class of Trade Mark Rules, 2002.
based on a
registered If the proposed name is based on a registered trademark or is
trademark or is subject matter of an application pending for registration under
subject matter of the Trade Marks Act, then approval shall be attached of such
an application owner of the registered trademark or the applicant of such trade
pending for
mark for which application for registration is pending.
registration under
the Trade Marks
Act
5 c (ii) Specify the class(s) In case proposed name is based on a registered trademark or is
of trademark subject matter of an application pending for registration under
the Trade Marks Act, enter the class(s) of trademark.

Enter the class(s) of Trade Mark with proper space and separated
by comma, to which the proposed name has resemblance.

5 c (iii) Furnish the In case proposed name is based on a registered trademark or is

particulars of subject matter of an application pending for registration under
application and the the Trade Marks Act, enter your comments indicating approval
approval of the of the owner of the trademark or the applicant of such application
applicant or owner for registration of Trademark.
of the trade mark
6 a Number of first Enter the number of first subscribers to Memorandum of
subscriber(s) to association (MoA)) and directors of the company. Based on the
MOA and directors number entered in the table, blocks for entering the details of
of the company subscribers and directors shall be displayed.
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S. No/ Field Name Instructions

Section
Name
Each category of subscribers (except non-individual subscribers)
and directors is divided into two types, one is having DIN and
another one is not having DIN.

Total number of first subscribers (non-individual plus individua l)

should be:
 Equal to or greater than two in case of proposed private
company or Seven in case of public company or One in
case of OPC, and
 Equal to or less than two hundred in case of private
company, and
 Equal to the 'Number of members excluding proposed
employee(s)' as entered in field 3(ii)(d) in case company
is not having share capital.

Total number of first subscribers are restricted to seven

considering possibility of affixing maximum DSCs in form
SPICe MOA (INC-33) and form SPICe AOA (INC-34).

6 a Number of non- In second row of the table given, enter the number of Non-
individual first Individual subscribers in the company and accordingly the
subscriber(s) blocks would be generated in field 6 (b) ‘Particulars of non-
individual first subscriber(s) not having DIN’.

6 a Number of In third row of the table, enter the number of only those
individual first subscribers who are proposed to also be the director in the
subscriber(s) cum company. Based on the number entered, blocks under field 6 (d)
director(s) ‘Particulars of individual first subscriber(s) cum directors -
having DIN & not having DIN, shall be generated accordingly.

Based on the difference of total number of subscribers (entered

in row one) and the number of non-individual subscribers
(entered in row two) plus number of subscriber cum directors
(entered in row three), the blocks under field 6 (c) ‘Particulars of
individual first subscriber(s) (other than subscriber cum director)
having DIN & not having DIN’ shall be generated.

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 Instruction Kit for eForm SPICe (INC-32)
(Integrated Incorporation Form)

S. No/ Field Name Instructions

Section
Name
6 a Total number of In the fourth row of the table given, enter the total number of
directors proposed director(s) in the company. This number should include
(director(s) who number of those subscribers who are also proposed to be
is/are not directors in the company.
subscriber(s) plus
subscriber(s) cum Users are advised to fill the correct details based on the number
director(s) as entered under ‘Not having DIN’ column. The application for
mentioned in allotment of DIN would also be processed and upon approval,
above Row no. 3) DIN would be issued to those directors whose names have been
mentioned as not having DIN. Wrong information may result
into duplicity of issued DINs which is subject to punishment
under section 159 read with section 155 of the Companies Act,
2013.

Total number of directors (including both 'having' and 'not

having' DIN) cannot be more than 20 in number.

Total number of directors (including both 'having' and 'not

having' DIN) should be minimum 1 in case of OPC, 2 in case of
private company (other than producer company) or 3 in case of
public company or 5 in case of a producer private company.

Not having DIN

Directors not having DIN cannot be more than 3 in number.

Based on the difference of total number of directors (entered in

this fourth row) and the number of individual first subscriber(s)
cum director(s) (entered in third row), the blocks under field 6
(e) ‘Particulars of directors (other than first subscribers) having
DIN & not having DIN’ shall be generated.

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S. No/ Field Name Instructions

Section
Name
6 b Particulars of non- Enter the particulars of non-individual first subscriber(s) to
individual first MoA.
subscriber(s) 1. Select the Category of the non-individual first subscriber(s),
from the available drop-down values –Company/ Foreign
company/ Company incorporated outside India/ Body
Corporate/ Others
2. Enter the Corporate identity number (CIN) or foreign
company registration number (FCRN) or any other
registration number of the non-individual first subscriber.
3. Click the Pre-Fill button if CIN/ FCRN entered, the details
of the non-individual first subscriber will be displayed. Else
details would require to be entered manually.
4. Enter the details of the person authorized for acting on
behalf of the non-individual first subscriber.
5. Enter the Income tax PAN of the authorized person of the
non-individual first subscriber and click the Verify Details
button. Based on the Income tax PAN, the details of the
authorized person’s name, father's name and DOB shall be
verified with the PAN records. In case the details do not
match, error message shall be displayed.
6. Aadhaar number is mandatory for individuals having PAN.
7. Enter the number and amount of shares subscribed by the first
subscriber, in case of a company having share capital.

6 c Particulars of Enter the particulars of individual first subscriber(s) (other than

individual first subscriber cum director) Not Having DIN.
subscriber(s) 1. Enter the personal details, occupational details and
(other than educational qualifications.
subscriber cum 2. Select a personal identification document available with the
director) Not director – PAN or Passport Number. In case director is an
Having DIN Indian national, select PAN option.
3. If PAN is entered, click the Verify Details button. The
details entered will be verified from the PAN records. In case
the details do not match, error message is displayed. Correct
the details.
4. Aadhaar number is mandatory for individuals having PAN.
5. Enter the Designation from the available drop-down values –
Director/ Managing director/ Whole time director/ Nominee
director.
6. Enter the Category from the available drop-down values –
Promoter/ Professional/ Independent/ Nominee
Note:

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S. No/ Field Name Instructions

Section
Name
a. You can select the Independent category only if the
proposed company is a public company.
b. You cannot select the Independent category if the
Director is a Managing director, nominee director,
whole time director.
c. You can select the Nominee category if director is a
Nominee director.
d. In case of Nominee director enter the name of the
company or institution whose nominee the appointee
is.
7. Enter the email id of the proposed director. Make sure that
the email ID is correct.
8. Enter the address details of the proposed director
9. Select the type of roof of identity from the available drop-
down values – Voters Identity Card/ Passport/ Driving
License/ Aadhaar Card
10. Select the type of Residential Proof from the available drop-
down values – Bank / Electricity Bill/ Telephone bill/ Mobile
bill/ Aadhaar card.
11. Attach copy of proof of identity and proof of address under
attachments section.
12. Enter the number and amount of shares subscribed by the first
subscriber.

6 d Particulars of Enter the particulars of individual first subscriber(s) cum

individual first directors who have DIN
subscriber(s) cum 1. Enter DIN and click the Pre-Fill button. The details of the
directors Having director, such as director’s name, gender, date of birth and
DIN nationality will be filled by default based on the information
available in the MCA records.
2. Enter the Designation from the available drop-down values –
Director/ Managing director/ Whole time director/ Nominee
director
3. Enter the Category from the available drop-down values –
Promoter/ Professional/ Independent/ Nominee
Note:
 You cannot select the Independent category if the
Director is a Managing director, nominee director, whole
time director.

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S. No/ Field Name Instructions

Section
Name
 You can select the Nominee category if director is a
Nominee director.
 In case of Nominee director enter the name of the
company or institution whose nominee the appointee is
4. Enter the email id of the proposed director. Make sure that
the email ID is correct.
5. Enter the number and amount of shares subscribed by the first
subscriber.
6. Enter the number of entities in which subscriber has
interest. Enter the Designation of the subscriber in the entity
and his/her percentage of shareholdings and amount. If
these entities have CIN/FCRN/LLPIN, you need not
mention the entity details and enter zero in field ‘Number of
entities in which director has interest’.
For the proposed directors having DIN, KYC norms would not
be applicable and no other proof of identity or residential proof
shall be required.
6 d Particulars of Enter the particulars of individual first subscriber(s) cum
individual first directors Not Having DIN. The DIN will be issued based on the
subscriber(s) cum details entered here of the director.
directors Not
Having DIN 1. Enter the personal , occupational details and educational
qualifications.
2. Select a personal identification document available with
the director – PAN or Passport Number. In case director
is an Indian national, select PAN option.
3. If PAN is entered, click the Verify Details button. The
details will be verified from the PAN records. In case the
details do not match, error message is displayed. Correct
the details.
4. Enter the Designation from the available drop-down
values – Director/ Managing director/ Whole time
director/ Nominee director
5. Enter the Category from the available drop-down values
– Promoter/ Professional/ Independent/ Nominee
Note:
a. You cannot select the Independent category if the
Director is a Managing director, nominee
director, whole time director.

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S. No/ Field Name Instructions

Section
Name
b. You can select the Nominee category if director
is a Nominee director.
6. In case of Nominee director, enter the name of the
company or institution whose nominee the appointee is.
7. Enter the email id of the proposed director. Make sure
that the email ID entered is correct.
8. Enter the address details of the proposed director
9. Select the type of the Proof of identity from the available
drop-down values – Voters Identity Card/ Passport/
Driving License/ Aadhaar Card
10. Select the type of Residential Proof from the available
drop-down values – Bank / Electricity Bill/ Telephone
bill/ Mobile bill/ Aadhaar card.
11. Attach copy of proof of identity and proof of address
under attachments section.
12. Aadhaar number is mandatory for individuals having
PAN
13. Enter the number and amount of shares subscribed by the
first subscriber.
14. Enter the number of other entities in which director have
interest. Also, enter the name, address of such entity
along with designation of the director in the entity and
his/her percentage of shareholdings and amount.

6 e Particulars of Enter the particulars of individual first subscriber(s) (other than

individual first subscriber cum director) Having DIN.
subscriber(s) 1. Enter DIN and click the Pre-Fill button. The details of the
(other than director, such as director name, gender, date of birth and
subscriber cum nationality will be filled by default based on the information
director) Having available in the MCA records.
DIN 2. Enter the number and amount of shares subscribed by the first
subscriber.
For the subscribers having DIN, KYC norms would not be
applicable and no other proof of identity or residential proof shall
be required.
6 Particulars of Enter the particulars of directors (other than first subscribers)
directors (other who have DIN. The blocks to enter the details of directors appear
than first based on the number of directors filled in previous field.
subscribers)
Having DIN 1. Enter DIN and click the Pre-Fill button. The details of the
director, such as director name, gender, date of birth and

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S. No/ Field Name Instructions

Section
Name
nationality will be filled by default based on the
information available in the MCA records.
2. Enter the Designation from the available drop-down
values – Director/ Managing director/ Whole time
director/ Nominee director.
3. Enter the Category from the available drop-down values
– Promoter/ Professional/ Independent/ Nominee.
Note:
4. You cannot select the Independent category if the
Director is a Managing director, nominee director or
whole time director.
5. You can select the Nominee category if director is a
Nominee director.
6. In case of Nominee director enter the name of the
company or institution whose nominee the appointee is.
7. Enter the email id of the proposed director. Make sure
that the email ID is correct.
8. Enter the number of the entities in which director has
interest. Enter the Designation of the director in the entity
and his/her percentage of shareholdings and amount. If
these entities have CIN/FCRN/LLPIN, you need not
mention the entity details and enter zero in field ‘Number
of entities in which director has interest’.
9. For the proposed directors having DIN, KYC norms
would not be applicable and no other proof of identity or
residential proof shall be required.

6 e Particulars of Enter the particulars of directors (other than first subscribers) Not
directors (other Having DIN. The DIN will be issued based on the details entered
than first here for the director.
subscribers) Not
Having DIN 1. Enter the personal details, occupational details and
educational qualifications.
2. Select a personal identification document available with
the director – PAN or Passport Number. In case director
is an Indian national, select PAN option.
3. If PAN is entered, click the Verify Details button.
Details of the director will be verified from the PAN
records. In case the details do not match, error message is
displayed. Correct the details.

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S. No/ Field Name Instructions

Section
Name
4. Enter the Designation from the available drop-down
values – Director/ Managing director/ Whole time
director/ Nominee director
5. Enter the Category from the available drop-down values
– Promoter/ Professional/ Independent/ Nominee
Note:
a. You cannot select the Independent category if the
Director is a Managing director, nominee
director, whole time director.
b. You can select the Nominee category if director
is a Nominee director.
c. In case of Nominee director enter the name of the
company or institution whose nominee the
appointee is.
6. Enter the email id of the proposed director. Make sure
that the email ID is correct.
7. Enter the address details of the proposed director.
8. Select the type of the Proof of identity from the available
drop-down values – Voters Identity Card/ Passport/
Driving License/ Aadhaar Card
9. Select the type of Residential Proof from the available
drop-down values – Bank / Electricity Bill/ Telephone
bill/ Mobile bill/Aadhaar card.
10. Attach copy of proof of identity and proof of address
under attachments section.
11. Aadhaar number is mandatory for individuals having
PAN
12. Enter the number of other entities in which director have
interest. Also, enter the name, address of such entity
along with designation of the director in the entity and
his/her percentage of shareholdings and amount.

7 (a) Nomination Enter the name of subscriber and nominee in case company is
One person company. Proposed nominee should not be a
nominee in any other One person company.

The name of the proposed company will be displayed by default

as filled in this form.

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S. No/ Field Name Instructions

Section
Name
7 (b) Particulars of the Enter the personal details of the nominee.
Nominee
1. Enter the DIN if nominee is having a valid DIN and click the
Pre-Fill button. Respectively the details will get auto-filled.
2. In case nominee don’t hold a valid DIN, complete particulars
would manually be entered.
3. In case DIN not entered, enter the Income-Tax PAN of the
nominee director and click the Verify Details button. The
details will be verified from the PAN records. In case the
details do not match, error message is displayed. Correct the
details. Also enter the occupational details, educational
qualifications and address details of the nominee director.
4. Select the type proof of identity from the available drop-
down values – Voters Identity Card/ Passport/ Driving
License/ Aadhar Card.
5. Select the type of Residential Proof from the available drop-
down values – Bank / Electricity Bill/ Telephone bill/ Mobile
bill/Aadhaar card.
6. Attach copy of proof of identity and proof of address under
attachments section.

8 (a) Particulars of The State or Union territory will be pre-filled based on the
payment of stamp address of the proposed company.
duty

State or Union
territory in respect
of which stamp
duty is paid or to be
paid
8 (b) Whether stamp Select whether you will be paying the stamp duty electronically
duty is to be paid through MCA21 system or not.
electronically
through MCA21 You can select ‘No’ only if the applicable payment of stamp duty
system through MCA21 system is not mandatory for the state or union
territory selected.

You can select ‘Not applicable’ only if the amount of stamp duty
(as per the state wise stamp rules) in respect of all the documents
(i.e. Integrated Form, MoA and AoA) is NIL.

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S. No/ Field Name Instructions

Section
Name
8 (b) (i) Details of stamp If you selected to pay stamp duty through MCA21 system or if
duty to be paid Stamp duty is not applicable, the details of stamp duty to be paid
would get auto-filled based on the state wise stamp rules
separately for the e-Form, MoA and AoA.

8 (b) Provide details of If you have already paid the stamp duty, enter the details of stamp
(ii) stamp duty already duty paid. This is enabled in case stamp duty is not to be paid
paid electronically through MCA21 system.

9 Additional Details should be entered only if you want to apply for PAN or
Information for TAN and application is filed via e-biz service where PAN/TAN
applying application process is active.
Permanent
Account Number Else details entered would just be information.
(PAN) and Tax
Deduction
Account Number
(TAN)

Information
Specific to PAN
9 Information
Specific to TAN

9 Source of Income If you want to apply for PAN or TAN via e-biz service through
this eform, select the source of income of the proposed company.
Select from drop-down
9 Business/ If the source of income of the proposed company is Income from
Profession Code business/profession, enter the Business/ Profession Code.

10 Additional In case you want to apply for employer registration via e-biz
Information for service, enter the details for Employer registration.
Employer 1. Select the type of unit. Select one from the available
registration under options – factory or Establishment.
Employee State 2. Select the exact nature of work or business to be carried
Insurance out by the proposed company. Select one of the option
Corporation from the drop-down values – Food Beverages and
(ESIC) Tobacco/ Textiles/ Leather and Rubber/ Chemical And
Chemical Products/ Non Metallic Minerals; Metallic
Minerals/ Engineering; Transport/ Paper And Printing/

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 Instruction Kit for eForm SPICe (INC-32)
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S. No/ Field Name Instructions

Section
Name
Miscellaneous Commercial Establishments/ Hotels and
Restaurant/ Cinemas And Theatres/ Educational
Institutions/ Hospitals, Nursing Homes etc.
3. Select the sub category of work to be carried out by the
proposed company. Select one of the option from the
drop-down values.
Attachments 1. Memorandum of Association – Applicable and mandatory
only in case of Section 8 company or company with foreign
subscribers not having DIN
2. Articles of Association – Applicable and mandatory only in
case of Section 8 company or company with foreign
subscribers not having DIN
3. Affidavit and declaration by first subscriber(s) and
director(s) – Mandatory in all cases
If the address for correspondence is the address of registered
office of the company, then following attachments are
mandatory:
4. Proof of office address
5. Copies of utility bills that are not older than two months.
If proposed name require approval of Central government then
attach the following:
Attachments 6. Copy of approval in case the proposed name contains any
word(s) or expression(s) which requires approval from
central government
If the proposed name is based on a registered trademark or is
subject matter of an application pending for registration under
the Trade Marks Act, then it is mandatory to attach:
7. Approval of the owner of the trademark or the applicant of
such trademark for registration of Trademark
If the promoters are carrying on any Partnership firm, sole
proprietary or unregistered entity in the name as applied for , then
it is mandatory to attach:

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S. No/ Field Name Instructions

Section
Name
8. NOC from the sole proprietor/ partners/other associates/
existing company
If proposed name requires approval from any sectoral regulator,
then it is mandatory to attach (if already received):
9. In principle approval from the concerned regulator
If any subscriber to the proposed company is Foreign company
and/or company incorporated outside India, then it is mandatory
to attach:
10. Copy of certificate of incorporation of the foreign body
corporate and resolution passed
Note: It is optional to attach Copy of certificate of incorporation
in case the subscriber to the proposed company is Body
Corporate.
If any subscriber to the proposed company is a Company itself,
then it is mandatory to attach:
11. Resolution passed by promoter company

In case the name is similar to any existing company, then it is

mandatory to attach:
Attachments 12. A certified true copy of No objection certificate by way of
board resolution / resolution
In case any of the director has any interest in the proposed
company, then it is mandatory to attach:
13. Interest of first director(s) in other entities
In case of an OPC, it is mandatory to attach:
14. Consent of nominee
16. Proof of identity and residential address of the nominee

If any one of the subscriber does not have a DIN, it is mandatory

to attach:

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S. No/ Field Name Instructions

Section
Name
15. Proof of identity and residential address of the subscribers
If any of the director (including subscriber cum director) does not
have DIN, then it is mandatory to attach:
17. Proof of identity and residential address of such director
If SRN of INC-1 is mentioned in the form and any of the person
mentioned in INC-1 as promoter is not subscribing to MOA, then
attach:
20. NOC in case there is change in the promoters (first
subscribers to Memorandum of Association)
Any other information can be provided as an optional
attachment. A separate declaration in format of INC-8 is not
required to be attached.
This is recommended to name the attachments with proper name.
For e.g. If PAN is attached as proof of identity then
recommended name of the attachment is “PAN – Proof of
Identity”. This should be followed while attaching any
attachment.
Declaration  In the Declaration section, enter the applicant name and professional details.
 Select a professional (Chartered Accountant/ Company Secretary/ Cost
Accountant/ Advocate) from the list of drop down values who has been engaged
for giving declaration under section 7(1) (b) and such declaration is attached.
 Enter valid membership number and certificate number of the practicing
professional.
To be DSC Ensure the eForm is digitally signed by the Director and shall be
digitally certified by the practicing professional.
signed by
The person should have registered his/her DSC with MCA by
using the following link (www.mca.gov.in). If not already
register, then please register before signing this form.

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S. No/ Field Name Instructions

Section
Name
DIN or Income-tax  In case the person digitally signing the eForm is a Director -
PAN or Enter the approved DIN or valid PAN.
Membership  In case the person digitally signing the eForm is practicing
number
CA/CS/CWA - Enter valid membership number.
 In case the person digitally signing the eForm is an Advocate-
Enter valid PAN.

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 Instruction Kit for eForm SPICe (INC-32)
(Integrated Incorporation Form)

Common Instructions to fill eForm

Buttons Particulars
Pre-Fill The Pre-fill button can appear more than once in an eForm. The button
appears next to a field that can be automatically filled using the MCA
database.

Click this button to populate the field.

Note: You are required to be connected to the Internet to use the Pre-
fill functionality.
Attach Click this document to browse and select a document that needs to be
attached to the eForm. All the attachments should be scanned in pdf
format. You have to click the attach button corresponding to the
document you are making an attachment.
In case you wish to attach any other document, please click the optional
attach button.
Remove Attachment You can view the attachments added to the eForm in the List of
attachment field.

To remove any attachment from the eForm, select the attachment in the
List of attachment field and click the Remove attachment button.
Check Form 1. Click the Check Form button after, filling the eForm. System
performs form level validation like checking if all mandatory fields
are filled. System displays the errors and provides you an
opportunity to correct errors.
2. Correct the highlighted errors.
3. Click the Check Form button again and. system will perform form
level validation once again. On successful validations, a message is
displayed “Form level pre scrutiny is successful”.
Note: The Check Form functionality does not require Internet
connectivity.
Modify The Modify button is enabled, after you have checked the eForm using
the Check Form button.

To make changes to the filled and checked form:

1. Click the Modify button.
2. Make the changes to the filled eForm.
3. Click the Check Form button to check the eForm again.

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 Instruction Kit for eForm SPICe (INC-32)
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Buttons Particulars
Pre scrutiny 1. After checking the eForm, click the Pre-scrutiny button. System
performs some checks and displays errors, if any.
2. Correct the errors.
3. Click the Pre-scrutiny button again. If there are no errors, a
message is displayed “No errors found.”

The Pre-scrutiny functionality requires Internet Connectivity.

Please attach signatures before clicking on Pre-scrutiny.
Submit This button is disabled at present.

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 Instruction Kit for eForm SPICe (INC-32)
(Integrated Incorporation Form)

Part III - Important Points for Successful Submission

Fee Rules
S. Purpose of Fee applicable
No. the form
1. Form SPICe The Companies (Registration offices and Fees) Rules, 2014 -Annexure B
(INC-32)

Fees payable is subject to changes in pursuance of the Act or any rule or regulation made or
notification issued thereunder.

Processing Type
The eForm will be processed in Non-STP mode.

Email
When the eForm is processed and DIN is generated, an acknowledgement email of DIN generation
is sent to the director. Further Certificate of Incorporation will also be sent on the mail ID of the
company as specified in the application form mentioning the CIN of company.

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 Instruction Kit for eForm SPICe (INC-32)
(Integrated Incorporation Form)

Annexure A

List of main divisions of industrial activities

Categories Divisions (Codes)

Agriculture and Allied Activities Agriculture, Hunting and related Service activities (01);
Forestry, logging and related Service activities(02);
Fishing, Operation of fish hatcheries and fish farms;
Service activities incidental to fishing (05)
Mining & Quarrying Mining of coal and lignite, extraction of peat (10);
Extraction of crude petroleum and natural gas, service activities
incidental to oil and gas extraction excluding surveying (11);
Mining of uranium and thorium ores (12);
Mining of metal ores (13);
Other Mining and Quarrying (14)
Manufacturing (Food stuffs) Manufacture of food products and beverages (15);
Manufacture of tobacco products (16)
Manufacturing (Textiles) Manufacture of textiles (17);
Manufacture of wearing apparel, dressing and dyeing of fur (18)
Manufacturing (Leather & products Tanning and dressing of leather, manufacture of luggage handbags,
thereof) saddlery & harness and footwear (19)
Manufacturing (Wood Products) Manufacture of wood and of products of wood and cork, except
furniture; manufacture of articles of straw and plating materials (20)
Manufacturing (Paper & Paper Manufacture of paper and paper products (21);
products; Publishing, printing and Publishing, printing and reproduction of recorded media (22)
reproduction of recorded media)
Manufacturing (Metals & Manufacture of coke, refined petroleum products and nuclear fuel
Chemicals, and products thereof) (23);
Manufacture of chemicals and chemical products (24);
Manufacture of rubber and plastic products (25);
Manufacture of other non-metallic mineral products (26) ;
Manufacture of basic metals (27);
Manufacture of fabricated metal products, except machinery and
equipments (28)

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 Instruction Kit for eForm SPICe (INC-32)
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Categories Divisions (Codes)

Manufacturing (Machinery & Manufacture of machinery and equipment n.e.c (29);
Equipments) Manufacture of office, accounting and computing machinery (30);
Manufacture of electrical machinery and apparatus n.e.c (31);
Manufacture of radio, television and communication equipment
and apparatus (32);
Manufacture of medical, precision and optical instruments,
watches and clocks (33);
Manufacture of motor vehicles, trailers and semi-trailers (34);
Manufacture of other transport equipment (35)
Manufacturing (Others) Manufacture of furniture; manufacturing n.e.c (36); Recycling (37)
Electricity, Gas & Water companies Electricity, gas, steam and hot water supply (40);
Collection, purification and distribution of water (41)
Construction Construction (45)
Trading Sale, maintenance and repair of motor vehicles and motor cycles;
retail sale of automotive fuel (50);
Wholesale trade and commission trade, except of motor vehicles
and motorcycles (51);
Retail trade, except of motor vehicles and motorcycles, repair of
personal and household goods (52);
Hotels and Restaurants (55)
Transport, storage and Land transport; transport via pipelines (60);
Communications Water Transport (61);
Air Transport(62);
Supporting and auxiliary transport activities, activities of travel
agencies (63);
Post and telecommunications (64)
Finance Financial intermediation, except insurance and pension funding
(65);
Activities auxiliary to financial intermediation (67)
Insurance Insurance and pension funding, except compulsory social security
(66)
Real Estate and Renting Real estate activities (70);
Renting of machinery and equipment without operator and of
personal and household goods (71)
Business Services Computer and related activities (72);
Other Business Activities (74)
Community, personal & Social Research and Development (73);
Services Public Administration and Defence, compulsory social security
(75);
Education (80);
Health and Social Work (85);
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 Instruction Kit for eForm SPICe (INC-32)
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Categories Divisions (Codes)

Sewage and refuse disposal, sanitation and similar activities (90);
Activities of membership organizations n.e.c. (91);
Recreational, cultural and sporting activities (92);
Other Service activities (93);
Activities of private households as employers of domestic staff (95);
Undifferentiated goods-producing activities of private households
for own use (96);
Undifferentiated service-producing activities of private households
for own use (97); Extra territorial organizations and bodies (99)

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 Instruction Kit for eForm SPICe (INC-32)
(Integrated Incorporation Form)

Annexure B

Fee for Integrated Incorporation Form

Rupees 2,000

Registration fee for Memorandum of Association (MOA) (in case of company having share capital)

Nominal Share capital Other than OPCs and Smal l OPC and *Smal l Companies
Companies
Fixed For every 10, 000 Fixed For every 10, 000
or part thereof or part thereof
Up to 1, 00, 000 5,000 NA 2,000 N/A
M ore than 1,00,000 up to 5,000 + 400 2,000 N/A
5,00,000
M ore than 5,00,000 up to 21,000 + 300 2,000 N/A
10,00,000
M ore than 10,00,000 up 36,000 + 300 2,000 + 200
to 50,00,000
M ore than 50,00,000 up 1,56,000 + 100 1,56,000 + 100
to 1,00,00,000
M ore than 1,00,00,000 2,06,000 + 75 2,06,000 + 75

If fee payable on the authorized capital is exceeding Rupees two crore and fifty lakhs then the fee
applicable shall be limited to two crore and fifty lakhs only.

Registration fee for Memorandum of Association (MOA) (in case of company not having share capital)

Number of members Fee applicable

Up to 20 members 2,000
More than 20 but up to 200 members 5,000
More than 200 members (If number of members not 5,000 + Rupees 10 for every member, after
stated as unlimited in AOA) the first 200

The maximum fee payable to the Registrar for registration of a new company not having share
capital is fixed at rupees 10,000.

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Registration fee for Articles of Association (AOA) (in case of company having share capital)

Nominal Share Capital Fee applicable

Less than 1,00,000 Rupees 200
1,00,000 to 4,99,999 Rupees 300
5,00,000 to 24,99,999 Rupees 400
25,00,000 to 99,99,999 Rupees 500
1,00,00,000 or more Rupees 600

Registration fee for Articles of Association (AOA) (in case of company not having share capital)

Fee applicable
Rupees 200 per document

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