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Conversion of Proprietorship to Private Limited Company
Several businesses started in India as Partnership Firm, Society, Trust or Limited Liability Partnership (LLP), may now wish to convert into a Private Limited Company for more growth in business or for infusing equity capital. Once the business grows, it is essential to take steps to limit the liabilities and reduce the burden of compliance on a single person. For the purpose of conversion of sole proprietor to a private limited company, it is necessary by the promoters of the company to indulge into an agreement which is to be made for selling the business.
A Private Limited Company is a company which is privately held for small businesses. It is very popular form of business for start-ups in India. A private limited company has the limited liability of members but at the same time it has many characteristics as those of a partnership firm. a private limited company stands between partnership and widely owned public company.
Advantages of converting Proprietorship to Private Limited Company
Eligibility to form a Private Limited Company
– Minimum Two (02) directors and Maximum 15 directors
– Minimum Two Shareholders and Maximum no limit. Shareholders can be either different from Directors or same.
– Unique Name is required.
– Alteast one Director should be an Indian Resident.
How we Work?
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Documents Required for Private Limited Company registration
Note – In case of Foreign Nationals or NRIs, all documents need to be notarised and apostilled from the Country where the Foreign Nationals or NRI is presently residing or by the Indian Embassy in the Country where such person is presently residing.
Frequently Asked Questions
1. What is the minimum number of shareholders in a private limited company?
Two. They could be individuals or legal entities.
2. What is the minimum number of directors in a private limited company?
Two. The Directors must compulsorily be individuals. They cannot be corporate bodies.
3. Is an office required for a private limited company?
An address in India where the registered office of the Company will be situated is required. The premises can be a commercial/ industrial/ residential where communication from the MCA will be received.
4. How much time does it take to incorporate a company?
ComplianceIndia can incorporate a Private Limited Company for in 8-10 days. The time taken for registration will depend on submission of relevant documents by the client and speed of Government Approvals. To ensure speedy registration, please choose a unique name for your Company and ensure you have all the required documents prior to starting the registration process.
5. Are there any prior approvals to be obtained from any authority in India to become a director in an Indian company?
Yes. Every individual who is contemplating a position of a director in an Indian company must obtain a Directors Identification Number (DIN) before he can become a director in an Indian company.
6. Can NRIs and Foreign Nationals register a Company?
YES. NRIs, foreign nationals and foreign entities can register a company and invest in India, subject to the Foreign Direct Investment norms set by the RBI. However, incorporation rules in India require for one Indian national to be a part of the company on the Board of Directors.
7. Whether the Body Corporate can be a Shareholder in Private Company?
Any person is eligible to be a shareholder while registration or afterwards. A Body Corporate such as company or LLP; and Association of Persons (AOP) such as Society or Trust can also hold shares in a company. Further, a group of persons can jointly hold the share in the company.
8. How we can reserve the name for a Company?
Ministry has introduced a new form “RUN” (Reserve Unique Name) for company name registration on its portal. Under “RUN”, the applicant can make application by providing 2 different names with its significance. The names should be unique and in accordance with the provisions.
9. Do I have to be physically present in person to Incorporate a company in India?
No, you will not have to be present at our office or appear at any office for the registration of a Private Limited Company. All the documents can be scanned and sent through email to our office. Some documents will also have to be couriered to our office.
10. What happens to the assets and liabilities of the sole proprietorship?
All the assets and liabilities of the sole proprietary concern relating to the business are considered to be purchased by the newly formed company. This makes the sole proprietor liable to pay taxes for any capital gains calculated on such transfer. However, there is a provision under section 47(xiv) of the Income Tax Act, which lays down certain conditions for exemption from any capital gains i.e.; if they are transferred immediately before the succession, it becomes the assets and liabilities of the company.
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