Q.Explain the procedure for the incorporation of a company under the Companies Act, 2013.

Incorporation is the formal legal step that turns a proposed business into a company with its own separate legal identity.

Incorporation, under Section 7 of the Companies Act, 2013, is the process by which a proposed company is formally registered and thereby brought into existence as a separate legal person.

1. Preparing and filing the incorporation documents. The promoters prepare the Memorandum of Association and Articles of Association, along with declarations of compliance with the requirements of the Act, particulars of the subscribers to the Memorandum, particulars of the persons proposed as the first directors, and proof of the company's registered office. These are filed with the Registrar of Companies (ROC) of the State in which the registered office is to be situated. In current practice, this filing is done through the Ministry of Corporate Affairs' integrated SPICe+ e-form, which bundles company incorporation together with related registrations (such as PAN and TAN) into one online application.

2. Scrutiny by the Registrar. The Registrar examines whether every legal requirement for registration under the Act has been satisfied — that the Memorandum and Articles are properly drawn up, that the subscribers and proposed directors meet the Act's eligibility conditions, and that the registered office particulars are in order.

3. Issue of the Certificate of Incorporation. Once satisfied, the Registrar enters the company's name in the register of companies and issues a Certificate of Incorporation (COI), bearing the company's unique Corporate Identity Number (CIN). This certificate is conclusive evidence that all the requirements of the Act relating to registration have been complied with, and it fixes the precise date from which the company exists as a separate legal person, distinct from its members.

4. Declaration before commencement of business [Section 10A]. Holding a Certificate of Incorporation is not, by itself, enough for a company having a share capital to start trading or borrowing. Within 180 days of incorporation, a director must file a declaration with the Registrar confirming that every subscriber to the Memorandum has paid for the shares they agreed to take, and that the company has also filed verification of its registered office. Only after this declaration is on record can the company lawfully commence its business operations or exercise its borrowing powers. …

Present the incorporation procedure as a numbered, chronological sequence (filing → scrutiny → Certificate of Incorporation → the Section 10A declaration → later alteration procedure), naming the specific document or approval involved at each …

A common gap is stopping the answer at the Certificate of Incorporation and treating the company as fully ready to trade from that point, without mentioning the separate Section 10A declaration a …