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INC-9 declaration explained: what subscribers and directors confirm

2 min read

INC-9 is a declaration that every first shareholder and first director of a company makes at incorporation. It confirms they have no fraud-related history and that the information they gave is true. Until 2018 it was a stamped, notarised affidavit. Today it is a generated PDF that people sign digitally.

The legal basis

Section 7(1)(c) of the Companies Act, 2013 requires an affidavit from each subscriber to the memorandum and each first director. Rule 15 of the Companies (Incorporation) Rules, 2014 prescribes it as form INC-9.

Before the 2018 amendment, the affidavit had to be on stamp paper and notarised. It was changed to a self-declaration, which is why it is now generated by the MCA system from SPICe+ data.

What each person declares

By signing INC-9, each subscriber and first director declares that they:

  • Have not been convicted of any offence in connection with the promotion, formation or management of any company in the last five years.
  • Have not been found guilty of fraud, misfeasance or breach of duty to any company under the Companies Act or earlier company law in the last five years.
  • Have given information and documents in the incorporation application that are correct and complete to the best of their knowledge.

How INC-9 works in SPICe+

  1. 1.You fill in SPICe+ Part B with subscriber and director details.
  2. 2.After Part B is uploaded, INC-9 is generated as a linked form, pre-filled with each person's details.
  3. 3.Each subscriber and director signs it with their DSC.
  4. 4.It is uploaded with e-MOA, e-AOA and AGILE-PRO-S.

If a subscriber is a company (a body corporate), INC-9 is not signed by it. The individual first directors still sign.

INC-9 vs DIR-2

INC-9DIR-2
Who signsEvery subscriber and first directorEvery director
What it saysNo fraud or company offences, information is correctConsent to act as director, within directorship limits
Legal basisSection 7(1)(c), Rule 15Section 152(5)
Used later?Only at incorporationAt every director appointment

See DIR-2 consent to act as director for the other half of the pair.

Frequently asked questions

No. Since 2018, INC-9 is a declaration, not an affidavit on stamp paper. It is signed digitally with each person's DSC.

Every individual subscriber to the MOA and every first director named in the incorporation application.

No. It is filed only once, at incorporation. Directors appointed later file DIR-2 and the company files DIR-12.

In SPICe+ it is generated automatically. FreeCompliance also prepares a draft so you can check every detail before filing. Start here.

This guide is general information, not legal advice. Government fees and procedures change; confirm current figures before you file.

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