The Ministry of Corporate Affairs has rolled out a new Form for incorporating companies. This new Form called SPICE+ was launched on 25.2.2020. SPICE+ offers 10 services of the Central Government and one State Government, thereby making it easy for starting a business.
This new form is part of Government of India’s Ease of Doing Business Initiative (EODB Index). India has been steadily moving up on the EODB Index over the last few years. The Ministry of Corporate Affairs centralized the incorporation process a few years ago to bring down the time it takes to incorporate a company. Further, an automated approval system was introduced for a number of Forms to replace the manual approval process. This was not the case previously when one had to wait for approval for adding/deleting directors,changing registered office etc. Delays in approval were common and were a hindrance to business. Now let’s look at the features of the new SPICE + Form:
What is the difference between SPICE & SPICE+?
SPICE+ offers 10 services of the Central Government and one State Government, thereby making it easy for starting a business. SPICE was a form used only to incorporate a company, apply for PAN and TAN. Moreover, SPICE + is a web form to be filled in and submitted on the MCA portal by registered users.
What are the contents of the SPICE + Form?
The Form contains a PART A which has to be used to apply for a name. The PART B offer the following services:
- DIN allotment
- Mandatory issue of PAN
- Mandatory issue of TAN
- Mandatory issue of PF registration
- Mandatory issue of ESI registration
- Mandatory issue of Profession Tax registration(Maharashtra)
- Mandatory Opening of Bank Account for the Company
- Allotment of GSTIN (if so applied for)
How to use SPICE+?
SPICe+ Web form is a post-login service and existing registered users would need to login into their account using their credentials. New users are required to create a login account first before using the service. An application number will be given to an application for Name reservation/Incorporation which is yet to be submitted/uploaded by the user.
What are the new fields in PART A of the Form?
New fields introduced are:
- Type of company
- Class of company
- Category of company
- Sub-Category of company
- Main division of industrial activity of the company
- Description of the main division
Is it permitted to apply for two names in the SPICE+ Form?
Yes. However, a fee of INR 1000 becomes payable if applied separately.
How many changes can be made to SPICE + Form after generating PDF and affixing Digital Sign’s?
Changes/modifications to SPICe+ (even after generating pdf and affixing Digital Sign), can be made up to five times by editing the same web form.
What is the procedure after filling the SPICE +?
Once the SPICe+ is filled completely with all relevant details, the same would then have to be converted into pdf format. The digital signatures will have to affixed and uploaded.
Is Registration for Professional Tax Mandatory?
No. It is mandatory only for companies incorporated in the state of Maharashtra w.e.f 23.02.2020
Is Registration for PF & ESI Mandatory?
Yes. Registration for PF & ESI is mandatory now companies incorporated w.e.f 23.02.2020. This rule is new addition and effectively takes away the exemptions for registration under PF and ESI Acts.
Is opening of a Bank Account mandatory for all companies incorporated w.e.f 23.02.2020?
Yes. All companies started using the SPICE+ will have to open bank accounts using the AGILE PRO linked forms. Thus far only two banks viz, Punjab National Bank and Kotak Mahindra Bank have been added by the MCA and more are awaited. There is no fee prescribed by the MCA for account opening.
What is AGILE PRO?
AGILE-PRO contains application for GSTIN/EPFO/ESIC/Profession Tax Registration (in Maharashtra) and Opening of Bank A/c.
Is it mandatory for all Directors and Subscribers to obtain Digital Signatures & DIN (Director Identification Number?
Yes. It is mandatory for all the proposed directors to have a DIN. Further, all the subscribers to MoA & AoA to have Digital Signatures.
How is the approval of the SPICE+ Form communicated to the user?
On approval of SPICe+ forms, the Certificate of Incorporation (CoI) is issued with PAN as allotted by the Income Tax Department. An electronic mail with Certificate of Incorporation (CoI) as an attachment along with PAN and TAN is also sent to the user. Further PAN card shall be issued by the Income Tax Department.
How much is the registration fees?
A consolidated challan gets generated at the time of filing SPICe+ which shall contain applicable fee towards:
- Form Fee
This initiative by the Government is good one but there are problems as well. Registration under PF and ESI has been made mandatory. This means that every company even without crossing the required employee strength under PF & ESI law has to get registered. The PF &ESI Acts grants exemption from registration based on the employee strength. This mandatory registration nullifies the exemption. Companies will have to file at least “NIL” returns every month to avoid penalties under these Laws.The Government needs to re-examine the mandatory PF & ESI registrations, as they will increase the compliance burden on businesses.
Moreover, the MCA has needlessly mandated opening of Bank Accounts with only two banks as of now. Further, the account opening has to be done through AGILE PRO forms. This amendment will force companies to deal with only two banks till other banks are listed.
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