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Private Limited Company Registration in India: Process, Documents and Costs

Private Limited Company Registration in India: Process, Documents and Costs

How to register a Private Limited company in India through the MCA SPICe+ form, what you need and what to do after incorporation.

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A Private Limited company is the most popular structure for startups and growing businesses in India. It gives the owners limited liability, a separate legal identity and easier access to funding. Registration is done online with the Ministry of Corporate Affairs (MCA).

Basic requirements

  • Directors: at least two, and at least one must be a resident in India (stayed 182 days or more in the previous year).
  • Shareholders: at least two, up to 200. Directors can also be shareholders.
  • Minimum capital: none is required by law.
  • Registered office: a valid address in India where the company can receive notices.
  • Name: must be unique and not resemble an existing company or trademark.

Documents needed

  • PAN card and ID proof of each director and shareholder (Aadhaar, passport or similar).
  • Address proof such as a bank statement or utility bill.
  • Passport-size photographs.
  • Proof of the registered office: rent agreement with the owner’s no objection letter, plus a recent utility bill.
  • Digital Signature Certificate (DSC) for directors.

Registration process

  1. Get a DSC for the directors who will sign the forms.
  2. Apply through SPICe+ (Form INC-32), the integrated web form on the MCA portal. It combines name reservation, DIN allotment, PAN and TAN, and can also cover GST, EPFO and ESIC registration in the same application.
  3. File the constitution documents: the e-Memorandum (INC-33) and e-Articles (INC-34) of Association, plus the agreement form where applicable.
  4. Pay the fees and stamp duty. Government fees depend on authorised capital, and stamp duty differs from state to state.
  5. Receive the Certificate of Incorporation carrying the company’s CIN, with PAN and TAN issued alongside.

Straightforward applications are commonly processed in about one to two weeks, but this depends on name approval and any queries from the registrar.

After incorporation

  • Open the company’s bank account and deposit the subscribed share capital.
  • File the declaration of commencement of business (Form INC-20A) within the prescribed period, normally 180 days from incorporation.
  • Appoint the first auditor within 30 days of incorporation (Form ADT-1).
  • Hold the first board meeting, and issue share certificates.
  • Register for GST if required, and consider Udyam registration for MSME benefits.
  • Maintain statutory registers and file annual returns and financial statements every year.

Private Limited or LLP?

A Private Limited company suits businesses planning to raise equity funding or issue employee stock options. An LLP generally has lighter compliance. Weigh your funding plans, tax position and compliance capacity before choosing.

Frequently asked questions

How many directors are needed for a Private Limited company?

At least two, and at least one must be a resident in India.

Is there a minimum capital requirement?

No. The law does not prescribe a minimum paid-up capital for a Private Limited company.

What is SPICe+?

An integrated online form on the MCA portal for incorporating a company, which also handles PAN, TAN and optionally GST, EPFO and ESIC registrations.

Can a foreign national be a director?

Yes, but at least one director must be resident in India.

This article is for general information only and is not professional advice. Rules, fees and forms change and vary by state, so confirm the latest position with the official portal or a qualified professional before acting.

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Written byGOURAV CHOUDHARY

CHARTERED ACCOUNTANT

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