Formation of company under Companies act 2013

By | May 12, 2016

Section – 3, Companies Act, 2013

Enforced with effect from 1-4-2014.

CHAPTER II

INCORPORATION OF COMPANY AND MATTERS INCIDENTAL THERETO

Formation of company

3. (1) A company may be formed for any lawful purpose by—

(a) seven or more persons, where the company to be formed is to be a public company;
(b) two or more persons, where the company to be formed is to be a private company; or
(c) one person, where the company to be formed is to be One Person Company1 that is to say, a private company,

by subscribing their names or his name to a memorandum and complying with the requirements of this Act in respect of registration:

Provided that the memorandum of One Person Company shall indicate the name of the other person, with his prior written consent in the prescribed form2, who shall, in the event of the subscriber’s death or his incapacity to contract become the member of the company and the written consent of such person shall also be filed with the Registrar at the time of incorporation of the One Person Company along with its memorandum and articles:

Provided further that such other person may withdraw his consent in such manner as may be prescribed3

Provided also that the member of One Person Company may at any time change the name of such other personby giving notice in such manner as may be prescribed3:

Provided also that it shall be the duty of the member of One Person Company to intimate the company the change, if any, in the name of the other person nominated by him by indicating in the memorandum or otherwise within such time and in such manner as may be prescribed3, and the company shall intimate the Registrar any such change within such time and in such manner as may be prescribed 3:

Provided also that any such change in the name of the person shall not be deemed to be an alteration of the memorandum.

(2) A company formed under sub-section (1) may be either—

(a) a company limited by shares; or
(b) a company limited by guarantee; or
(c) an unlimited company.

  1. See rules 3, 4&7A and Form Nos. INC 2 to INC 4 of the Companies (Incorporation) Rules, 2014
  2. See rule 4 and Form Nos. INC 2 and INC 3 of the Companies (Incorporation) Rules, 2014
  3. See rule 4 and Form Nos. INC 2 to 4 of the Companies (Incorporation) Rules, 2014

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