Registrar of Companies India: Roles, Functions, Address List
The Companies Act of 1956, gives the Ministry of Corporate Affairs the powers to appoint a regulatory body the (Registrar of Companies ) which is in charge of Company Incorporation as well as LLP Registration across the various states and union territories in the country. Presently, 22 ROCs are in operation all throughout the country. Some states also have the provisions of multiple ROCs operational for eg. Tamil Nadu and Maharashtra. The Registrar also indicates that the LLPs in India, comply with the ROC Compliances.
The Registrar of Companies is in charge of maintaining a registry of records with regards to the registered companies and allows information access to the general public concerning payment of the stipulated fee. Administratively, the Registrar is under the control of the Central Government aided by the support of the Regional Directors. As of this day, the supervision of the Registrar is being overlooked by a total of 7 regional directors maintaining smooth operations in their relevant regions. Let's look at the operations, roles as well as functions of the RoC in detail. You can also find the RoC office addresses for the various regions at the bottom.
Registrar of Companies
Functions of the RoC
- RoC supervises the registration of the company also called the company incorporation procedure.
- The RoC is responsible for the regulation and reporting of various compliances and documents by the company. In addition to this, RoC is also in-charge of issuing information about the various shareholders and directors of the registered company to the concerned government officials and governing bodies.
- RoC plays a pivotal part in promoting a good, ethical and promotional business cultures among the various member companies registered under it.
- RoC's approval is absolutely necessary for a company to even come into existence. The Registrar provides the incorporation certificate to the companies successfully registered with the authority and once the company has been incorporated and registered with the RoC it can only cease to exist only when its name is officially struck off from the registrar.
- The RoC holds the power for enquiring supplementary information from the companies like books of accounts etc. It is also noteworthy that the RoC wields the authority to search the premises (raid) the offices of the company if it encounters any suspicion of unlawful activities.
- Registrar of Companies can also file a petition for the winding up of a company.
- The Role of the ROC continues even after the incorporation of the company. A company might need to intimate the details of changes in the company structure or the updatation in the business activities of the company and/or change of registered office of the company. These changes need to be intimated to the ROC as soon as possible
Company Registration under ROC
Any company wishing to operate within legal bounds in India has to get itself registered under the RoC rules and regulations. A company is considered to be a legally registered company when it has received the certificate of incorporation from the registrar.
The statutory procedure to register a company requires that the companies submit a wide range of documentation as per the compliance requirements of that particular business structures. Some of these documents include Memorandum of Association (MoA) and the Articles of Association (AoA). Along with this, companies have to file the pre-incorporation agreement for director's/managing director's appointment and a document signed by an authorized individual declaring that all the compliances and requirements for the company incorporation have been met by the proposed company.
After receiving the said documents and authenticating the registrar of companies inputs the name of the company in their register and release the certificate of incorporation to the concerned company. Along with the company's incorporation certificate, the ROC also issues a commencement of business certificate. Every Public Limited Company has to get this certificate before they begin any business activities.
ROC Refusal Rights
The Registrar of Companies in India has reserved the right to refuse to incorporate a company which creates an issue. The refusal of the company incorporation could stem from a variety of reasons. If the Registrar has an objection with any of the clauses mentioned in the Memorandum of Association of the company i.e. Name, Object, Registered Office, Capital and Liability clauses they might refuse to incorporate the company. The Registrar has also been instructed not to incorporate any company with an objectionable name. Of course in addition to any objectionable name, if the company's objective seems unlawful to the registrar are obligated to refuse the registration of that particular company.
Resolution Filing with ROC
The provisions of Section 117, of the Companies Act of 2013 dictates that each and every resolution passed by the companies has to be filed with the registrar within a maximum of 30 days. The Registrar of Companies has to record all resolutions hence passed by companies as part of their responsibilities. The Companies Act of 2013 has also specified penalty and fines in case a company fails to file any resolutions with the registrar within the stipulated time. Basically, companies have to intimate ROC about any and all activities that might be happening with regards to change in directors or managing directors, issuing a prospectus, Appointment of Sole-Selling agents or voluntary winding up etc.