What is Certificate of Incorporation & Why is it Required?

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A birth certificate is proof of your birth. Which certificate is called the birth certificate of a company? A certificate of incorporation (CO) is the birth certificate of your company. 

All incorporated private and public companies, especially those that have a share capital, need a certificate of incorporation to commence business as per section 11 of the Companies Act, 2013.

The topic of a certificate of incorporation has many broad and bright concerns that we have described in this blog.  

Read More: Birth Certificate Attestation

What is a Certificate of Incorporation?

It is a certificate issued in your company’s name and specifies your company as a separate entity. A certificate of incorporation is also a certificate of registration for a company to start work. With a certificate of incorporation, your company legally gets existence.

The date mentioned on your company’s certificate of incorporation is the date of your company’s birth.  

Do not get confused if people of your corporation use the Articles of Incorporation and business registration certificate terms instead of a Certificate of Incorporation because they are talking about registering their company with the state. Articles of Incorporation is another term used for a Certificate of Incorporation. 

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Who Can Apply for a Certificate of Incorporation?

A certificate of incorporation is a vital step to making a self-sufficient India. This certificate for companies is a need of every startup or entrepreneur to commence their company as a corporation.  

Through this certificate, businesses receive a legal entity and personal liability protection for corporation holders. 

Benefits of Certificate of Incorporation

Approval from the State, usually the Secretary of State Office for a certificate of incorporation, is a task accomplished by the corporates to conduct the following activities under the company name.

  • Apply to the bank to open a corporate bank account
  • Get your business licenses and permits
  • Hire the best employees to commence your business 
  • Most important, file taxes

What is the Right Time to File for a Certificate of Incorporation?

You are living your best time if you are breathing and getting chances to feel the sunshine. So, take the best action for your company whenever you plan to commence your business. 

When you get your company name and trademark, fill out a certificate of incorporation application form for your company to commence as a corporation.

Perhaps your ideal concern includes the time of year that is perfect for a certificate of incorporation, then do it on January 1. 

You can complete the paperwork and submit all the necessary documents for it at any time of the year.

Components of Certificate of Incorporation 

The information requested by the company holder to put in his certificate of incorporation depends from state to state. Here are the details you might have to commence if your corporation prefers the authorities to include them in your certificate. 

  • Type of your corporation, like a cooperative, management, business nonstock, business stock, etc. 
  • Name of your corporation that must include a corporation, incorporated, or company. 
  • Your company office address is within the state where you submitted your form.
  • Names of your corporation registered agent and location.
  • If your company is on a stock basis, you must add an aggregate number of authorized shares to your company’s certificate.
  • Include each incorporator’s name and address. 
  • Add the names and addresses of your board of directors. 
  • Future effective date requested (if applicable)
  • What is the purpose of your business?
  • What is the public benefit of your corporation? Whether it is a cooperative or formed as a benefit organization.
  • Additional requirements 

The details mentioned in a certificate of registration depend on its issued state. Take an expert’s help to file your application for a certificate of incorporation to finish your task with less hassle and fast. 

How to Obtain a Certificate of Incorporation?

There is no rocket science required in getting a certificate of incorporation. The process is free from complications but is slightly long.

The Registrar of Company (ROC) of your state where you are running your company issues your certificate of incorporation. Here are the guidelines, which are easy to follow and vital for you to get your company’s Article of Incorporation without any delay. 

  • Get a Director Identification Number (DIN). It is a number allocated to the director of the company. Under the Companies Act, a director needs DIN.
  • After getting your DIN number, register your company on the Ministry of Corporate Affairs website. Download the form, write all the necessary details, and upload the form on the website. Pay the fee charged by the Ministry of Corporate Affairs for registering your company. Along with this, inform the Registrar of Corporate (ROC).
  • After the first step, apply for a Digital Signature Certificate (DSC). If you already have a DSC, you can use that instead of applying for a new one. This certificate ensures the authorities that the digitally submitted documents are not bogus. It is like a document attestation compulsory to prove to the foreign nation’s government that your legal certificates are authentic and you can use them abroad for study, employment, business, marriage, etc.  
  • Once your task on the MCA website, without any hindrance, is successfully done, go to the homepage of your state government website, and create your account.
  • Click on the business portal or business filings section, read the guidelines carefully, fill out all the necessary information and pay your fee. 
  • Download a copy of your submission confirmation.
  • You might get your certificate within a week.

How Much Does a Certificate of Incorporation Filing Cost?

The charges of filing for an Article of Incorporation are different in every state. The fee might have a fixed amount for all corporations, or it can be fully customized according to the authorized shares of a corporation. 

With the fee of filing for a certificate of incorporation, consider the fee charged by the state franchise tax, business licenses and permits, and attorney’s fees for legal guidance.

Do You Need a Lawyer’s Guidance to File this Certificate?

Getting an expert on your side is an advantage for you to know the accurate details of your business entity types and decide what will benefit you the most – LLC or incorporation. 

An attorney can help to understand the legal procedure and laws made for the corporate sector. On the same side, he will guide you to prepare or file an application for an Article of Incorporation.

But entrepreneurs prefer to submit their paperwork independently to avoid additional filing fees.

Can You Amend Your Company’s Certificate of Incorporation?

Amendments to business fillings are an option many every state provides. Several states follow a rule to accept amendments online, while many prefer to mail or fax. Ask your Secretary of State or Department of State to confirm their preferences. 

Deadlines are present for filing amendments. So, you should scrutinise your certificate of incorporation application to avoid trouble in the future.  


A Certificate of Incorporation is a crucial step to investing in your independence and commencing a corporation. Develop a firm understanding related to this matter. Pay attention to minor details and do your research to complete the task with less hassle.