Step-by-step guide to registering a Pvt Ltd company in India under the Companies Act, 2013 — SPICe+, DSC, DIN, MoA / AoA, timelines, costs and post-incorporation compliance.
A Private Limited Company is the most preferred legal structure for serious founders, tech startups and growing businesses in India — and for good reason. It offers limited liability, a separate legal identity, easy fundraising, ESOP-ready cap tables and the credibility that corporate clients, banks and investors expect. This 2025 guide walks you through every step of registering a Pvt Ltd in India, from name reservation on the MCA portal to the Certificate of Incorporation landing in your inbox. If you want a CA to file SPICe+ for you, see our private limited company registration service.
A Private Limited Company (commonly abbreviated as Pvt Ltd) is a privately-held business entity incorporated under the Companies Act, 2013 and regulated by the Ministry of Corporate Affairs (MCA). It is owned by shareholders, managed by directors, and exists as a separate legal person — capable of owning property, signing contracts, suing and being sued, and outliving its founders.
Unlike a proprietorship or partnership, the company itself is the legal entity. The shareholders are liable only up to the unpaid value of their shares. The business can continue even if every original founder exits — which is why investors, banks and large enterprises overwhelmingly prefer transacting with Pvt Ltd companies.
Since the Companies (Amendment) Act, 2015, there is NO minimum paid-up capital requirement for a Pvt Ltd. You can incorporate with as little as ₹1 of paid-up capital. The authorised capital is the upper ceiling of shares the company can issue — typically set at ₹1 lakh or ₹10 lakh because government stamp duty is calculated on this figure. Authorised capital can be increased later via an EGM and Form SH-7.
| For | Documents |
|---|---|
| Each director / shareholder | PAN, Aadhaar, passport-size photo, email, mobile, address proof (bank statement / utility bill ≤ 2 months old) |
| Foreign directors | Passport (apostilled / notarised), foreign address proof, India business visa (if applicable) |
| Registered office | Latest utility bill (electricity / gas / phone), rent agreement (if rented), NOC from owner |
| Company specifics | Proposed name(s), MoA & AoA (we draft), capital structure, business activity (NIC code) |
If your home is the registered office, the utility bill simply needs to be in any household member's name. A signed NOC on plain paper from the owner is sufficient.
Log in to the MCA portal and file SPICe+ Part A with up to 2 proposed names. The MCA examines uniqueness against existing companies / LLPs and checks for trademark conflict on the IP India database. Approval typically takes 1–2 working days. The reserved name is valid for 20 days, within which you must complete the full incorporation.
Every proposed director needs a Class-3 DSC to sign the e-forms. DSC is issued by Certifying Authorities (eMudhra, Sify, NSDL) and takes 1–2 days. Foreign directors get their DSC issued after video KYC with apostilled documents.
Directors who do not already hold a DIN are allotted one through SPICe+ Part B itself (up to 3 first-time directors). For more than 3, additional DIR-3 forms are filed.
This is the heart of incorporation. SPICe+ Part B carries the entire incorporation package: capital structure, registered office, subscribers, share allotment and director consents. AGILE-PRO bundles in GSTIN, EPFO, ESIC, Profession Tax and a bank account application. INC-9 is the founders' declaration. All forms are signed digitally and uploaded together.
The Memorandum of Association (MoA) defines the company's objects, capital, registered office state and subscribers. The Articles of Association (AoA) defines internal governance — share transfers, board meetings, voting, dividends. Both are drafted in line with the Companies Act and stamped per state law.
Once MCA verifies the application, the Registrar of Companies (ROC) issues the Certificate of Incorporation (COI) with a Corporate Identity Number (CIN), PAN and TAN. The company is now legally born and can open a bank account, issue invoices and start operations.
| Stage | Working days |
|---|---|
| DSC issuance | 1–2 |
| Name reservation (SPICe+ Part A) | 1–2 |
| SPICe+ Part B drafting & document verification | 1–2 |
| MCA processing of full SPICe+ bundle | 3–5 |
| PAN, TAN & COI generation | 1–2 |
| End-to-end (clean case) | 7–10 working days |
The total cost has three components: (1) professional fees to the CA / CS who handles drafting and filing, (2) government and stamp duty (varies by state and authorised capital), and (3) DSC cost. Taxpex charges a flat ₹6,999 professional fee. Government + stamp duty for ₹1 lakh authorised capital ranges from ₹510 in Delhi to ₹10,500+ in Rajasthan. DSCs cost roughly ₹1,200–₹2,000 for 2 directors. Read our detailed cost breakdown:
Companies that fail to file INC-20A within 180 days are at risk of being struck off the MCA register. We bundle a free 1-year compliance plan with every incorporation.
7–10 working days end-to-end for clean cases — name reservation, DSC, DIN, SPICe+ filing and COI.
No — a Pvt Ltd requires minimum 2 directors and 2 shareholders. A solo founder should consider a One Person Company (OPC) or take a trusted family member as the second nominee.
Zero. Since the 2015 amendment, there is no minimum paid-up capital. Authorised capital is typically set at ₹1 lakh.
Yes. Foreign nationals can hold 100% shares (subject to FDI sectoral caps) and act as directors, provided at least one director is an Indian resident.
No. GST is required only after crossing the turnover threshold or for inter-state / e-commerce / export business. The SPICe+ form lets you opt-in for GSTIN at the time of incorporation if you want it from day one.
Yes. A residential address works as the registered office with a utility bill and NOC from the owner.
The company continues unaffected. A new director is appointed via DIR-12. Perpetual succession is one of the biggest advantages of a Pvt Ltd.
A Private Limited Company is the right structure for almost every founder who wants to build a serious, fundable, long-term business in India. The process is faster and cheaper than ever — fully digital under SPICe+ — and the post-incorporation governance has been streamlined for small companies through small-company exemptions. The key is getting it right the first time: clean documents, correct MoA / AoA, and proper compliance from day one.
Senior contributor at Taxpex Consultancy. Reviewed by a practising Chartered Accountant. Published on 22 May 2026 · Updated on 22 May 2026.
Business Registration — done for you by Taxpex
Prefer a CA to handle this end to end? Private Limited Company Registration is our dedicated, fixed-fee service — this guide explains the process, that page gets it filed.
Go to Private Limited Company RegistrationVerified checklist of every document needed to register a Pvt Ltd in India — for Indian and foreign directors, residential and commercial office addresses, and signed templates.
24 May 2026 · 15 minExact breakdown of Pvt Ltd registration cost in India — professional fees, stamp duty, MCA filing fees, DSC, and state-wise variations for Maharashtra, Delhi, Karnataka, Gujarat and more.
25 May 2026 · 14 minSide-by-side comparison of One Person Company (OPC) and Private Limited Company — ownership, funding, compliance, tax, conversion thresholds and the right pick for solo founders.
Currently 7.1% p.a., set quarterly by the Government of India.
via PPF CalculatorYes if you complete 5 years of continuous service. Earlier withdrawal is taxable and may attract TDS.
via EPF CalculatorThe new regime is the default. You must actively opt for the old regime while filing.
via Income Tax Calculator FY 2025-2610–15× annual income is a rough guide, but the Human Life Value method (used here) is far more accurate.
via Life Insurance Calculator