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Private Limited Company Registration

Incorporate a Pvt Ltd in 10–15 days via MCA SPICe+ portal

Government fee
₹1,000
Typical timeline
10–15 working days
Validity
Perpetual (as long as annual compliances are filed)
Documents needed
10 items

Not sure which one you need?

Three questions, then we'll show you what fits and how long it takes.

How many people will own the business?
Will you raise investment or apply for government grants?
What turnover do you expect in year one?

What is Private Limited Company Registration?

A private limited company is a separate legal entity registered with the Registrar of Companies under the Companies Act, 2013. The company owns its assets, signs its own contracts and can sue or be sued. The shareholders' liability is limited to the unpaid amount on their shares.

It is the structure most investors and incubators expect from a startup, because it can issue shares, hand out stock options and take on investors without changing its legal form. It also carries a heavier compliance load than a proprietorship or partnership.

Registration is done online on the Ministry of Corporate Affairs (MCA) portal through one integrated form, SPICe+. The same form reserves the name, applies for director identification numbers and can request PAN, TAN and other registrations in one go.

Last reviewed against the official sources below on 22 October 2026.

Who needs it

Founders who plan to raise outside money, give equity to early employees, or sell to larger customers who prefer dealing with a company.

Businesses that want the owners' personal assets kept apart from business debts.

A founder running a proprietorship who now wants a formal structure for growth. The conversion is a separate exercise from a fresh registration.

If you are a solo founder with no outside investors, compare the OPC and the LLP in the table below before you decide.

Eligibility

  • A minimum of 2 directors and 2 shareholders. A director can also be a shareholder.
  • A private company can have at most 200 members, not counting employee shareholders.
  • At least one director must be a person who has stayed in India for 182 days or more in the previous year.
  • Every director needs a Director Identification Number (DIN). The SPICe+ form can apply for DINs for first directors.
  • Directors and subscribers need a digital signature certificate to sign the incorporation documents.
  • The company needs a registered office address in India. The address does not need to be commercial, but you must have the right to use it.
  • There is no minimum paid-up capital requirement for a private company.
  • The name must end with "Private Limited" and must be distinct from existing companies and registered trademarks.

Step-by-step process

  1. 1

    Decide the structure and gather the directors

    Agree who the two or more directors and shareholders are, who holds how many shares, and which director is the India resident. Every person needs PAN, Aadhaar, passport photo and a valid email and mobile number.

  2. 2

    Get digital signature certificates

    The proposed directors and subscribers sign the forms digitally. Buy certificates only from a certifying authority licensed by the Controller of Certifying Authorities.

  3. 3

    Reserve the name (SPICe+ Part A)

    Propose names in the MCA form. The name must not clash with existing companies or trademarks. Pick a name you can use as a brand, and check the trademark register before you commit.

  4. 4

    File the incorporation form (SPICe+ Part B)

    Enter company details, registered office, capital and director and shareholder particulars. The form can apply for PAN, TAN and DIN, and can request registrations such as GST, EPFO and ESIC along with the incorporation.

  5. 5

    Attach the Memorandum and Articles

    The e-MoA (INC-33) sets out the company's objects and the e-AoA (INC-34) sets out how it is run. Keep the objects clause broad enough for where the business may go.

  6. 6

    Complete the linked bank-account form

    The MCA process includes the AGILE-PRO-S web form. A bank account is opened after incorporation using the certificate and the company documents.

  7. 7

    Receive the certificate of incorporation

    When the Registrar approves, you receive the certificate of incorporation with the company's CIN, and the PAN and TAN if you applied for them in the form.

The MCA does not promise one fixed time, and our guide does not either. A clean application with a good name and consistent documents moves fastest. Delays usually come from name rejections, address proof problems and mismatched details across documents. After incorporation, plan on a few more working days to open a bank account and complete other registrations.

Documents checklist

Documents checklist for Private Limited company registration
ApplicantIdentity and addressOther items
Indian director or shareholderPAN and Aadhaar, plus a recent proof of address if the form asksPassport photo, email, mobile number, digital signature certificate
Foreign national or NRI directorPassport, with an address proof from the country of residence, usually notarised or apostilledDigital signature certificate, email, a PAN for tax purposes once issued
Corporate shareholder (a company or LLP)Certificate of incorporation, PAN, board resolution authorising the holdingList of directors and their IDs
Registered officeUtility bill or property proof, a rent agreement if rented, and a no-objection letter from the ownerProof should be recent; check what the form asks for
Company detailsProposed names, main business activity and capitalSubscribers' details for the MoA and AoA

Private Limited vs LLP vs OPC vs sole proprietorship

Private Limited vs LLP vs OPC vs sole proprietorship
Private LimitedLLPOPCSole proprietorship
Separate legal entityYesYesYesNo
Owners needed2 directors, 2 shareholders2 partners, 2 designated partners1 member plus a nominee1 person
Raising equityCan issue shares, usual choice for investorsCannot issue shares; capital is contribution basedLimited; usually converts to a private company to raise equityNot possible
LiabilityLimited to sharesLimited to contributionLimited to sharesUnlimited
Governing lawCompanies Act, 2013LLP Act, 2008Companies Act, 2013No registration needed to start
Compliance loadHigher; annual accounts, returns, auditLower; annual filings, audit only above set limitsModerateLowest
DPIIT recognitionEligibleEligibleCheck the portal's eligible-entity list before relying on itNot eligible

Common mistakes and rejections

  • Picking a name that is already a registered trademark. The MCA can reject it, and a trademark owner can force a change later.
  • Using a home address without the owner's no-objection letter or a valid proof of the right to use it.
  • Making all directors non-resident. At least one must have stayed in India for 182 days or more.
  • Copying a generic objects clause that forbids what you plan to do. Amending it later takes a separate filing.
  • Letting the digital signature certificates expire before you finish the filing.
  • Giving shareholders unequal or unclear shareholding without a founder agreement. Settle this before you incorporate.
  • Ignoring the post-incorporation steps. A company that does not start the compliance cycle on time risks penalties and, over time, being struck off.
  • Registering via a vendor who lists a very low price and then adds charges. Ask for the full scope in writing.

After you are done

  • File the declaration of commencement of business (Form INC-20A) within 180 days of incorporation, as the Companies Act requires.
  • Appoint the first auditor within 30 days of incorporation by filing Form ADT-1 with the Registrar.
  • Open the company bank account and bring in the subscribed capital.
  • Issue share certificates and maintain the statutory registers.
  • Plan the annual cycle: audited financial statements (AOC-4) within 30 days of the AGM, annual return (MGT-7) within 60 days of the AGM, and director KYC.
  • Apply for DPIIT recognition if your business qualifies, and Udyam registration if it fits MSME limits.

Official sources

Rules and portals change. Confirm fees and form versions on the official site before you pay or file.

Fees & Pricing

Government Fees

DIN for each director

Allotted through SPICe+ for up to 3 directors; ₹500 per DIR-3 application otherwise

Varies

Name reservation (RUN)

One-time fee

1,000

SPICe+ e-form filing

NIL for authorized capital up to Rs 15 lakh

Free

Stamp duty on MOA/AOA

Varies by state approx. Rs 200-2,000

Varies

Professional Fees

Incorporation package (all-inclusive)

Includes DSC, DIN, SPICe+, PAN, TAN, GSTIN

Varies
Total (approx.)1,000

* Government fees may vary. GST applicable on professional fees. Final pricing confirmed after review.

Frequently Asked Questions

How many directors does a Private Limited company need?

At least two, and a private company can have at most 200 members. A director can be a shareholder too.

Is there a minimum capital requirement?

No. A private company has no minimum paid-up capital requirement. Pick a figure that fits the business and any bank or investor expectations.

Does a director have to live in India?

At least one director must have stayed in India for 182 days or more in the previous year. The others can be non-resident.

Can a foreigner be a director or shareholder?

Yes, subject to the foreign investment rules for your sector. Foreign nationals need a passport, address proof and a digital signature certificate.

What does SPICe+ do?

It is the MCA's integrated incorporation form. Part A reserves the name and Part B incorporates the company. It can also apply for DIN, PAN, TAN and other registrations in one go.

What are the fees for registration?

The government fee depends on the authorised capital and the state's stamp duty rules, and both can change. Check the current figures on the MCA website and your state's stamp duty notification before you pay anyone.

What happens after incorporation?

Open a bank account, file the commencement declaration within 180 days, appoint the first auditor within 30 days and start the annual accounts and return cycle.

Pvt Ltd or LLP: which is better for a startup?

If you plan to raise equity or give stock options, a Private Limited company is the usual choice. If you want lighter compliance and no outside equity, an LLP can suit. Compare them in the table above.

Can I convert my proprietorship into a Private Limited company?

Yes, but it is a separate process from a fresh registration. Ask about transferring contracts, registrations and bank accounts before you choose the route.

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