The Ministry of Corporate Affairs (MCA), recently introduced SPICe form (Simplified Proforma for Incorporating a Company Electronically) or Form INC-32 that helps incorporate a company with a single application for reservation of name, incorporation of a new company and/or application for allotment of DIN.

A new incorporation procedure is applicable online with effect from 23 February 2020. A new company has to fill in Form SPICe+ for incorporation and incidental registrations. Refer link for registration procedure under SPICe+. The existing SPICe form for incorporation is required only where the name approval has been obtained before 23 February 2020, and in case of resubmission of SPICe form already filed.

What is an MCA SPICE+ form?

Simplified Proforma for Incorporating a Company Electronically (SPICe) is an application form used for registering or incorporating a company under the MCA portal.

To better incorporate or revolutionize the way companies are registered in India, SPICe+ form will offer ten services by three Central Government Ministries and Departments. This integrated web form will save many lengthy procedures, save time, and cut expenditures for starting a new business in India (Applicable from 15th February 2020).

Introduction to Web-based SPICe + Filing Form under MCA

SPICe Plus apart from being an advanced version of the existing SPICe, the form is capable of serving multiple requirements like name reservation, incorporation, DIN allotment, mandatory issue of PAN, TAN, EPFO, ESIC, Profession Tax (Maharashtra) and Opening of Bank Account. One can even acquire the GSTIN via SPICe + form.

Now Reserve Unique Name of RUN is significant only if a company wishes to replace its existing name with the new one.

What are the features of SPICe+ form?

The SPICe+ form has been divided into two parts:

1. Part A – Name reservation for new companies
2. Part B – To offer a bouquet of services:
1. Registration of the company;
2. Allotment of DINs;
3. Issuance of PAN card;
4. Issuance of TAN;
5. Issuance of EPFO registration;
6. Issuance of ESIC registration;
7. Issuance of Profession Tax registration (only for Maharashtra);
8. Opening of Bank Account; and
9. GST registration (if applied)

Hence one can say that it is a great initiative in ease of doing business in India.

Key Features of Form SPICE+

Spice+ would offer 10 services by 3 Central Government Ministries & Departments and One state Government (Maharashtra), thereby saving as many procedures, time and cost for starting a business in India and would be applicable for all new company incorporations w.e.f 23rd February 2020.

Spice+ form allows users to choose and submit Part-A for reserving a name first, and later they can provide Part B for incorporation and other services. Users can also file Part A and B together for incorporating a new company and availing other services. A brand new user-friendly dashboard on the Front Office is in the works for company incorporation application (SPICe+ and linked forms as applicable)

Incorporation applications (Part B) after name reservation (Part A) can be submitted in continuation of Part A of SPICe+. Stakeholders will not be required to enter the SRN of the approved name. Because the approved name will be displayed on the dashboard and a click on the same will take the user for the continuation of the application via a hyperlink. Application resubmission request for company name reservation and incorporation shall also be handled through the application number/name applied for the link on the new dashboard. Also, a hyperlink will be available for the SRN/application number to enable easy resubmission.

The approved name and related incorporation details (submitted in Part A) will be automatically Pre-filled in all linked forms (AGILE-PRO, eMoA, eAoA, URC1 and INC-9)

SPICe+ will be structured into various sections to ensure ease while filing.

Entered information can be saved and modified.

All check form and pre-scrutiny validations excluding the DSC validation will happen on the Web form. After the SPICe+ is filled with all details, it is mandatory to convert the same into a PDF format, for affixing DSCs. All digitally signed applications can be uploaded with the linked forms as per the existing norms. Even after generating PDF and affixing DSCs, modifications to SPICe+ can also be done by editing the saved web form application. DSC and other validations will happen at the upload level.

Declaration by all subscribers and first directors in INC-9 shall be auto-generated in PDF format (Except for some instances where the total number of subscribers or directors is greater than 20, and if any such subscribers or directors have neither DIN nor PAN)

The procedure of Incorporation of a Company

1. Director: The particulars of a maximum of three directors shall be allowed to be filled in SPICe-32 and allotment of Director Identification Number (DIN) of a maximum of three proposed directors shall be permitted in Form SPICe-32 in case of proposed directors not having approved DIN.

2. Name: The promoter or the applicant of the proposed company shall propose only one name in Form SPICe-32. For an application filed using the simplified proforma for incorporation, the provisions related to reservation of a name are not applicable. Thus, the facility to file a simplified application for incorporation in Form SPICe-32 is available as an option to the process for separate applications for allotment of DIN and reservation of name.

3. MOA & AOA: The promoter or the applicant of the proposed company shall prepare Memorandum of Association as per templates in Form INC-33 and Articles of Association in Form INC-34 in accordance with the provisions of Rule 13 for preparation of MOA and AOA.

The promoter or applicant of the proposed company shall sign and witness the MOA and AOA in the forms downloaded from the portal of the Ministry of Corporate Affairs and scanned legibly and attach to E-Form SPICe-32 in accordance with the provisions of Rule 13 for preparation of MOA and AOA.

4. Address: A company may also furnish verification of its registered office by filing e-Form SPICe-32.

The requirement of filing e-form INC-22 is dispensed with if the proposed company maintains its registered office at the given correspondence address.

5. Registrar: The Registrar within whose jurisdiction the registered office of the company is proposed to be situated shall process SPICe-32 including the application for allotment of DIN.

Where the Registrar, on examining E-Form SPICe-32, finds that it is necessary to call for further information or finds such application or document to be defective or incomplete in any respect, he shall give intimation to the applicant to remove the defects and re-submit the e-form within fifteen days from the date of such intimation given by the Registrar.

After the resubmission of the document, if the Registrar still finds that the document is defective or incomplete in any respect, he shall give one more opportunity of fifteen days to remove such defects or deficiencies.

The Certificate of Incorporation shall be issued by the Registrar in Form INC-11.