Q.What declaration must a company having a share capital file under Section 10A before it can commence business, and within what time limit?

Getting a Certificate of Incorporation is only the first step — a further declaration is legally required before the company can actually start operating.

Section 10A of the Companies Act, 2013 provides that a company having a share capital cannot commence any business or exercise any borrowing powers until a director of the company files a declaration with the Registrar of Companies. This declaration must be filed within 180 days of the date of incorporation and must confirm two things: first, that every subscriber to the Memorandum has actually paid for the shares that they had agreed, at the time of subscription, to take; and second, that the company has filed with the Registrar a verification of its registered office, as required elsewhere under the Act. This requirement exists precisely because incorporation alone (Section 7) only proves that the company has been validly registered as a legal person — it does not, by itself, confirm that the company's promised initial capital has genuinely been paid in, or that its registered office is a real, v …

Students sometimes believe the Certificate of Incorporation alone is sufficient for a company to start operating — the Section 10A declaration is a distinct, additional legal requirement …