What is SPICe+?
SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus), officially designated as Form INC-32, is the comprehensive single-window web-based incorporation mechanism administered by the Ministry of Corporate Affairs (MCA) under Section 7 of the Companies Act, 2013 read with Rule 38 and Rule 38A of the Companies (Incorporation) Rules, 2014.
SPICe+ operates in two integrated segments: Part A for reservation of name for new companies, and Part B for incorporation offering 11 integrated services in a unified workflow: Company Name Reservation, Certificate of Incorporation (COI) allotment by the Central Registration Centre (CRC), Director Identification Numbers (DIN for up to 3 directors), Permanent Account Number (PAN), Tax Deduction and Collection Account Number (TAN), EPFO registration, ESIC registration, State Professional Tax (PT) registration, Mandatory Corporate Bank Account opening, optional GSTIN registration, and Delhi Shops & Establishment registration.
Who Must File SPICe+?
Any group of promoters, professionals, or sole entrepreneurs intending to incorporate an entity under the Companies Act, 2013 in India must file SPICe+ (INC-32). This includes:
- Private Limited Companies: Minimum 2 subscribers and 2 directors.
- One Person Companies (OPCs): Single subscriber/director plus designated nominee under Section 3(1)(c).
- Public Limited Companies (Unlisted & Listed): Minimum 7 subscribers and 3 directors.
- Section 8 Non-Profit Companies: Entities licensed under Section 8 for charitable or social objectives.
- Producer Companies: Agricultural and primary producer collectives formed under Chapter XXIA.
SPICe+ Due Date & Timeline
Because SPICe+ is an initial incorporation application, there is no recurring annual statutory due date. However, strict statutory timeframes govern the incorporation cycle:
- SPICe+ Part A Name Reservation (Rule 9A): A name approved under Part A remains valid for 20 days from the date of approval. SPICe+ Part B along with linked forms must be submitted within this 20-day window.
- Name Extension Facility (Rule 9A Provisos): Promoters can extend the name validity on MCA V3 by paying ₹1,000 (before 20 days expiry to extend up to 40 days) or ₹2,000 (before 40 days expiry to extend up to 60 days).
- 180-Day Commencement Deadline (Section 10A): Within 180 days of receiving the Certificate of Incorporation, the company must receive subscription funds and file Form INC-20A before commencing any commercial operations or borrowing money.
Consequences of Late Filing SPICe+
Filing SPICe+ does not attract per-day late filing fees (such as the ₹100/day late fee under Table B) because the company does not legally exist prior to incorporation. However, procedural delays carry significant consequences:
- Lapse of Approved Name: If SPICe+ Part B is not filed before the 20-day validity expires (and no Rule 9A extension is applied for), the approved name is released back into the public MCA name pool, requiring a fresh ₹1,000 filing.
- Default in Post-Incorporation Form INC-20A (Section 10A(2)): If the company fails to file Form INC-20A within 180 days of incorporation, the company is liable to a penalty of ₹50,000, and every officer in default is liable to a penalty of ₹1,000 per day of continuing default, up to a maximum of ₹1,00,000. Furthermore, the ROC may initiate strike-off proceedings under Section 248.
- Delayed Auditor Appointment (Section 139(6)): The first auditor must be appointed by the Board within 30 days of incorporation, failing which members must hold an EGM within 90 days.