How to Form a Company
A Complete Visual Guide for Students
PROMOTION
Plan the Idea
Promoters develop the business concept and vision for the new company
Choose Name
Select a unique and appropriate name for the company
Prepare Documents
Get all important legal documents ready for registration
Undertaking to Subscribe
Promoters promise to take some shares in the company
REGISTRATION
MOA & AOA
Submit Memorandum of Association (objectives) and Articles of Association (rules)
Directors' Consent
Get consent from people agreeing to be directors
Declaration
File declaration that all Companies Act requirements are followed
Certificate Received
ROC issues Certificate of Incorporation - Company is officially created!
CAPITAL SUBSCRIPTION
Subscribers Agree
People agree to buy shares of the company
Promoters' Promise
Promoters undertake to buy shares themselves
COMMENCEMENT OF BUSINESS
Declaration Filed
Subscribers have paid for their shares as promised
Office Verification
Registered office is verified by ROC
Business Begins!
ROC issues Commencement Certificate - Company can start business operations!
Key Players & Authorities
Who are Promoters?
Promoters are the people who start a company. They come up with the idea, decide the name, prepare documents, and take first steps to create the company. They also promise to buy some shares themselves.
👉 Think of promoters like the founders or "parents" of the company.
What is ROC?
Registrar of Companies (ROC) is a government office that keeps record of all companies. Every new company must register with ROC. They check documents and issue certificates.
👉 Think of ROC like the school administration office that keeps student records.
Frequently Asked Questions
The 4 basic steps are: 1) Promotion (planning and preparation), 2) Registration/Incorporation (official creation), 3) Capital Subscription (share allocation), 4) Commencement of Business (getting permission to start operations).
Promoters plan the company idea, choose a name, prepare important documents, and promise to take some shares (undertaking to subscribe). They are like the founders or "parents" of the company.
ROC (Registrar of Companies) is a government office that keeps records of all companies. They check documents and issue the Certificate of Incorporation and Commencement Certificate. Think of ROC like a school administration office.
Key documents include MOA (Memorandum of Association - objectives), AOA (Articles of Association - rules), consent of directors, and a declaration that all Companies Act requirements have been followed.
MOA contains the company's objectives (what the company will do), while AOA contains the rules (how the company will operate internally).
Certificate of Incorporation is issued by ROC after registration. It's like the "birth certificate" of the company - it officially creates the company.
No, the company needs a Commencement Certificate from ROC. This is issued after subscribers have paid for their shares and the registered office is verified.
Subscribers (including promoters) agree to buy shares of the company. Promoters promise to buy some shares themselves so the company has guaranteed money to begin with.
The company must file a declaration that subscribers have paid for their shares as promised, and the registered office is verified by ROC. Then ROC issues the Commencement Certificate.
It means promoters promise to take/buy some shares in the company. This ensures the company will have at least some guaranteed money from the promoters to begin operations.