Private Limited Company

Who can use this

• Indian residents (individual or HUF)
• NRI with valid PAN
• Bodies corporate (parent companies)
• Partnerships seeking to become companies
• Minimum 2 directors required; minimum 1 shareholder

Who cannot use this

• Persons who are not eligible to be directors (convicted persons, bankrupts, etc.)
• Minors
• Persons disqualified under Companies Act

Documents required

• PAN certificate (copy) for all directors and shareholders
• Aadhaar card (copy) for all stakeholders
• Proof of registered office: municipal property tax document, electricity bill, or lease deed
• Passports (if NRI directors)
• Residential address proof for each director
• Certificate of Incorporation from previous company (if converting)
• Board resolution approving the company conversion (if applicable)

Step-by-step process

1. Visit MCA portal and select SPICe+ form — Go to https://www.mca.gov.in. Click on 'Services' > 'e-Services' > 'Start-up Company Incorporation'. Select 'SPICe+ (Streamlined Proforma)'.
2. Create MCA user account (if first time) — If you don't have an MCA account, register by entering your email and mobile number. Verify the OTP sent to your email. Create a password.
3. Log in and start SPICe+ filing — Log in with your MCA credentials. Click 'Start SPICe+ Filing'. You will be guided through a step-by-step form.
4. Enter company basic information — Provide: proposed company name (check availability first), type (Private Limited), business activity (NICS code), and registered office address (state, district, city).
5. Verify company name availability — The portal will check if your proposed company name is available. If unavailable, choose an alternative name. Verification is instant.
6. Add director information — Provide details of each director: full name, PAN, date of birth, email, mobile, residential address, and Aadhaar number. Upload PAN and Aadhaar copies.
7. Confirm director DSC details — For each director with DSC, provide the DSC certificate details. DSC is mandatory for at least one director (founder). The portal will match DSC details.
8. Add shareholder information — Provide details of each shareholder: name, PAN, shareholding percentage, and type (individual, company, HUF, etc.). Shareholding must add up to 100%.
9. Define company Memorandum and Articles — Choose standard articles of association or customize. Select company objects (business activities). Review and confirm the clauses.
10. Upload registered office proof — Upload proof that you have control over the registered office address: lease deed, ownership proof, electricity bill, or municipal property tax document (not more than 2 months old).
11. Review company details summary — The portal displays a complete summary: company name, directors, shareholders, registered office, business activity, and articles. Verify all details are accurate.
12. Sign SPICe+ form with DSC — The form is ready for digital signature. Click 'E-sign with DSC'. Your DSC provider (CA or eSignatureService) will authenticate. Sign the form digitally.
13. Submit SPICe+ form to MCA — After e-signing, submit the form. You will receive a reference number. The MCA will process the form and issue DIN (Director Identification Number).
14. Receive DIN and director email confirmation — Within a few hours, each director will receive DIN via email from the MCA. This confirms director registration. Note the DIN for future company filings.
15. MCA issues Certificate of Incorporation (CIN) — Within 1-2 days (for SPICe+), the MCA will issue your company's Certificate of Incorporation with a unique 21-character CIN. Download the digital certificate from the MCA e-Services portal.
16. Collect simultaneous PAN and DPIN — The MCA will simultaneously apply for PAN (from Income Tax Department) and DPIN (from Registrar of Companies). These will be automatically assigned and sent via email.

Choose it for funding; everything else follows from that

A private limited company is the structure external investors expect, because it has shares to subscribe for, a board to sit on, and a well-understood framework for preference terms and employee stock options. If you do not intend to raise investment, an LLP provides the same limited liability with materially lighter and cheaper annual compliance. Decide the funding question first and the structure answers itself.

The recurring cost is the number to compare on

Incorporation is a one-off; compliance is permanent. Every year the company owes AOC-4 with the financial statements, MGT-7 or MGT-7A, ADT-1 on auditor appointment, DIR-3 KYC for every director, board and general meetings with minutes, statutory registers — and a statutory audit with no turnover threshold whatsoever. All of it applies to a company that traded nothing. Compare structures on this figure rather than on the incorporation fee.

INC-20A is what actually permits you to trade

A newly incorporated company cannot lawfully commence business until INC-20A is filed, which requires the subscribers to have paid in their share capital and the company to hold a bank account. It is due within 180 days of incorporation. Because incorporation feels like the finish line, this is the single most frequently missed step, and it carries a penalty as well as blocking the company from operating.

Name approval is not a trademark

MCA approval of a name gives you the right to be registered under it. It does not create rights in the brand, and it does not prevent the owner of a registered trademark from objecting to your use. Search the trademark register as well as the MCA register before incorporating, and file a trademark application separately if the brand has commercial value. Discovering the conflict after building a customer base is the expensive sequence.

Director duties and personal exposure

Limited liability protects shareholders' investment; it does not make directors immune. Directors owe statutory duties, and failure to file financial statements or annual returns for three consecutive years disqualifies them under section 164(2) — a disqualification that follows the person to every other board. Personal liability also arises for specific defaults, including certain tax and payroll failures. The protection is real but it is not unconditional.

More Startup services

• Section 8 Company (Charitable)
• Indian Subsidiary of Foreign Company
• Sole Proprietorship Registration
• Partnership Firm Registration
• One Person Company
• Limited Liability Partnership