A Producer Company is a formally registered corporate entity primarily formed by farmers and agricultural producers. It was introduced by the Government with the aim of improving the income level, profitability, and overall standard of living of farmers in India.
A Producer Company is incorporated in the form of a private limited company and is regulated under the provisions of the Companies Act 1956. It is established for carrying out activities such as production, harvesting, procurement, grading, pooling, handling, marketing, or selling of primary agricultural produce and related operations, as permitted by law.
To register a Producer Company, a minimum of 10 producers (or two producer institutions) and at least 5 directors are required. The company must also have a minimum paid-up capital of ₹5,00,000.
The objectives and permitted activities of a Producer Company are specifically outlined under Section 581B of the Companies Act, 1956, as prescribed by the government.
At present, the Companies Act 2013 does not contain specific independent provisions governing Producer Companies. Instead, the legal framework for their incorporation and regulation continues to be governed by Chapter IXA of the Companies Act 1956, which lays down the relevant rules and operational guidelines.
Under Companies Act 2013, Section 465 provides for the repeal of the Companies Act 1956 and the Registration of Companies (Sikkim) Act, 1961. In general, these earlier enactments are no longer in force.
However, this section also clarifies an important exception. The provisions contained in Part IXA of the Companies Act, 1956 continue to apply to Producer Companies as if the 1956 Act had not been repealed. This arrangement will remain in effect until a separate and specific legislation is enacted exclusively for Producer Companies, as mentioned in clause (1) of Section 465(1) of the Companies Act, 2013.
Now, let us understand in detail the step-by-step procedure for incorporating a Producer Company, along with the permissible activities and the relevant legal provisions governing its functioning.
As per the Companies Act 2013, a Producer Company can undertake or engage in the following activities:
Carrying out activities such as production, processing, harvesting, procurement, pooling, grading, handling, marketing, selling, and export of the primary produce of its members. It may also import goods or services for the benefit of its members.
Providing education and training to members, along with technical assistance, consultancy services, research, development, and other initiatives that help promote the interests of members.
Generating, transmitting, and distributing power; conserving and managing water and land resources; and undertaking activities related to the preservation and communication of primary produce.
Encouraging mutual assistance among members, implementing welfare schemes, and offering financial services and insurance for producers and their produce.
Before discussing the incorporation procedure, it is important to understand the eligibility criteria required to form a Producer Company.
As per the provisions of the Companies Act 2013, certain documents and information must be provided for registering a Producer Company. These requirements are explained below:
PAN Card – Self-attested copy of PAN card of all members and directors.
Photographs – Two recent passport-size colored photographs of each member and director.
Identity Proof – Self-attested copy of any one valid ID proof such as Passport, Voter ID, Aadhaar Card, or Driving License.
Address Proof – Self-attested copy of address proof (not older than 2 months), such as Bank Statement, Electricity Bill, Telephone Bill, or Mobile Bill.
If the property is owned – Copy of title deed or property papers along with a recent utility bill (not older than 2 months).
If the property is rented or leased – No Objection Certificate (NOC) from the owner along with a recent utility bill.
Copy of Khasra or Khatauni along with Jamabandi of the subscribers.
Producer Certificate of all subscribers certified by the Tehsildar, Agriculture Officer, Patwari, SDM, or District Administrator.
Details of the authorized share capital and paid-up capital of the proposed company, along with the number of shares subscribed by each member.
A Producer Company must have a minimum paid-up capital of ₹5,00,000 and at least 10 members. It is treated as a private limited company.
Place of birth and duration of stay at the present residential address of members and directors.
Occupation details of members and directors.
Main object or proposed business activity of the company.
Educational qualifications of members and directors.
Valid email IDs and contact numbers of members and directors.
These documents and details are essential to complete the incorporation process of a Producer Company.
The Ministry of Corporate Affairs, through its notification dated 18 February 2020 (effective from 23 February 2020), amended the Companies (Incorporation) Rules, 2014. As a result, the earlier Form INC-32 (SPICe) was replaced with the web-based integrated service SPICe+ for company incorporation and related services.
The step-by-step procedure for registering a Producer Company in Jaipur is explained below:
The first stage involves applying for reservation of the proposed company name through the SPICe+ web service available on the MCA portal (www.mca.gov.in) along with the prescribed fee.
Before submitting the application, it is advisable to:
Check the availability of the proposed name on the MCA website.
Ensure that no identical or similar trademark exists under the relevant class.
The SPICe+ form is divided into two sections: Part A and Part B.
Part A is used for reserving the company name.
If the applicant wishes to apply for name reservation, incorporation, and other integrated services together, both Part A and Part B can be completed simultaneously.
After the name is approved, the next step is to complete Part B of the SPICe+ form for incorporation. This section contains multiple fields requiring company and director details. The form allows saving and editing information before final submission.
Once all required information is filled in, the SPICe+ form must be converted into PDF format so that Digital Signature Certificates (DSC) can be affixed.
After attaching the DSC, the completed form must be uploaded on the MCA portal as per the prescribed procedure.
The declaration of subscribers and first directors, which was earlier filed through Form INC-9, is now auto-generated in PDF format. It must be submitted electronically in all cases, except when:
The total number of subscribers and/or directors exceeds 20; or
Any subscriber or director does not possess a valid DIN and PAN.
Following these steps ensures proper registration of a Producer Company in Jaipur under the applicable legal framework.
As per the latest amendments notified by the Ministry of Corporate Affairs, several important modifications have been introduced in the company incorporation process through SPICe+. The key changes are explained below in simplified terms:
1. SRN Not Required to be Mentioned
While filing Part B of SPICe+, there is no need to manually enter the SRN for a name reserved in Part A. The system automatically displays the reserved name details after submission of Part A.
2. Compulsory Registration under ESIC and EPFO
From 23rd February 2020 onwards, every newly incorporated company must mandatorily obtain registration under ESIC and EPFO at the time of incorporation.
3. Mandatory Profession Tax Registration in Maharashtra
All companies incorporated in the State of Maharashtra on or after 23rd February 2020 are required to obtain compulsory registration for Profession Tax.
4. Compulsory Application for Bank Account Opening
It is now mandatory for newly incorporated companies to apply for opening a bank account through the AGILE-PRO linked web form at the time of incorporation.
5. Declaration by Subscribers and First Directors
The declaration of subscribers and first directors, earlier filed through Form INC-9, is now auto-generated in PDF format and must be submitted electronically. However, this relaxation does not apply where:
The number of subscribers and/or directors exceeds 20; or
Any subscriber or director does not possess a valid DIN and PAN.
6. Mandatory Use of e-MoA (INC-33) and e-AoA (INC-34) in Certain Cases
The use of electronic Memorandum of Association (e-MoA) and Articles of Association (e-AoA) is compulsory where the number of subscribers is up to 7 and in the following situations:
Individual subscribers who are Indian nationals.
Foreign national subscribers having valid DIN and DSC along with proof of a valid business visa.
Non-individual subscribers based in India.
7. Submission of Physical Copies of MoA and AoA in Specific Cases
Signed physical copies of MoA and AoA must be attached where the first subscribers are situated outside India or where required documents such as a valid business visa are not available.
| S. No. | Case | Forms to be Filed |
|---|---|---|
| 1 | Where the first subscriber is a non-individual entity located outside India | SPICe+ (INC-32) must be filed along with apostilled MOA and AOA as attachments |
| 2 | Where the first subscriber is a non-individual entity based in India | SPICe+ (INC-32) to be filed with linked e-MOA (INC-33) and e-AOA (INC-34) |
| 3 | Where the subscriber is an Indian national but not a director | SPICe+ (INC-32) along with linked filing of e-MOA (INC-33) and e-AOA (INC-34) |
| 4 | Where the subscriber is an Indian national and also a director | SPICe+ (INC-32) along with linked filing of e-MOA (INC-33) and e-AOA (INC-34) |
| 5 | Where the subscriber is a foreign national (not a director) holding a valid DIN | SPICe+ (INC-32) with linked e-MOA (INC-33) and e-AOA (INC-34), along with a valid Business Visa. If a Business Visa is not available, apostilled MOA and AOA must be attached, and e-MOA/e-AOA will not be accepted |
| 6 | Where the subscriber is a foreign national acting as both subscriber and director with a valid DIN | SPICe+ (INC-32) with linked e-MOA (INC-33) and e-AOA (INC-34), along with a valid Business Visa. If the Business Visa is unavailable, apostilled MOA and AOA must be attached, and e-MOA/e-AOA will not be accepted |
| 7 | Where the subscriber is a foreign national acting as subscriber-cum-director without a valid DIN | SPICe+ (INC-32) must be filed along with apostilled MOA and apostilled AOA as attachments |
Note: For filing SPICe+, the maximum number of subscribers permitted for e-MoA and e-AoA is 7. If the number exceeds 7, the form must be filed with physically signed MoA and AoA attached.
8. Filing of Statutory Returns
Companies incorporated through SPICe+ that receive EPFO and ESIC registration numbers are required to file statutory returns only when they cross the prescribed threshold limit under the respective laws.
These amendments aim to streamline and digitize the incorporation process while ensuring mandatory statutory compliances are completed at the time of company formation.
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