Company Registration with Zero Fee - FACTS

The Ministry of Corporate Affairs has exempted the registration fee payable on all type of Companies with an authorised capital of less than or equal to Rs.10 Lakhs and companies not having a share capital whose number of members does not exceed twenty at the time of registration w.e.f. 26th January 2018.

This does not mean the there is no Fee payable to Govt for registration of a Company.

Fees payable to the Governments for resisting a company is required to be paid at different stages of Company registration. Also, the Company Registration Fee payable to the Government has different components such as

• Fee for Company Name Application
• Company Registration Fee (Based on Authorised Capital / Number of Members of the Company on Memorandum - Form No.INC-32-SPICe),
• Filing Fee for documents such as Memorandum of Association (Form No.INC-33-SPICe) and Articles of Association (Form No.INC-34-SPICe),
• Stamp duty payable to the state government on registration of Memorandum and Articles of Association based on authorised capital, declarations, affidavits etc.

For more details on fee break up, you may check our MCA Fee Calculator.

The Ministry of Corporate Affairs has amended the Companies (Incorporation) Rules, 2014, w.e.f. 26th day of January 2018 and has exempted the Fee payable on Form No.INC-32-SPICe for all types of Companies with an authorised capital of less than or equal to Rs.10 Lakhs.

FEE BEFORE THE AMENDMENT

Prior to the above amendment, the fee payable on the aforesaid forms (for a Company with Capital of Rs.10 Lakhs) were as follows:

1. Fee for Company Name Application: Rs.1000.00
2. Company Registration Application - Form No.INC-32-SPICe: Rs.500.00
3. Memorandum of Association - Form No.INC-33-SPICe Form: OPC and Small Company - Rs.2000.00 / Other Companies – Rs.36000.00
4. Articles of Association - Form No.INC-34-SPICe: Rs.400.00
5. Stamp duty on Memorandum of Association: Rs.1000.00
6. Stamp duty on Articles of Association: Rs.1000.00
7. Declaration: Rs.50.00

FEE AFTER THE AMENDMENT

After the amendment of Companies (Incorporation) Rules, 2014, w.e.f. 26th day of January 2018, the fee payable on Company Registration Applications (Form No.INC-32/33/34-SPICe) ONLY for companies with an authorised capital of less than or equal to Rs.10 Lakhs became ZERO. However, the state wise stamp duty on Articles of Association and Declaration/ Affidavit remain even for companies with an authorised capital of less than or equal to Rs.10 Lakhs.

The fee payable to Govt w.e.f 26.01.2018 is as follows:

1. Fee for Company Name Application: Rs.1000.00
2. Company Registration Application - Form No.INC-32-SPICe: Rs.ZERO
3. Memorandum of Association - Form No.INC-33-SPICe Form: Rs.ZERO
4. Articles of Association - Form No.INC-34-SPICe: Rs.ZERO
5. Stamp duty on Memorandum of Association: Rs.1000.00
6. Stamp duty on Articles of Association: Rs.1000.00
7. Declaration: Rs.50.00

If the company, registered with ZERO fee at the time registration, increases the capital at any time after the registration of the Company, it has to pay fee on capital increase at the regular rate plus the fee that was exempted at the time of registration. (OPC and Small Company - Rs.2000.00 / Other Companies – Rs.36000.00).

It may also be noted that, even if the company so registered increases the capital with in the limit of Rs.10 Lakhs, the company has to pay the fee that was exempted at the time of registration.

In short, Companies with an authorised capital of less than or equal to Rs.10 Lakhs and companies not having a share capital whose number of members does not exceed twenty at the time of registration has been exempted from payment of Company Registration Fee (Form No.INC-32/33/34-SPICe) ONLY AT THE TIME OF REGISTRATION.