Overview of Private Limited Company Registration
Most founders spend weeks choosing a product direction and almost no time thinking about legal structure - right up until a bank asks for a document that doesn't exist yet, or an investor asks what entity they'd actually be putting money into. A Private Limited Company is the default answer for a reason: it's the structure banks recognise instantly, investors expect by default, and the one that keeps your personal assets separate from whatever happens to the business.
LegalDev India's verified experts handle the entire process end-to-end - from document collection and drafting to SPICe+ filing and MCA follow-up - so you can focus on running your business. Track every step live from your dashboard, chat with your dedicated expert, and get it completed in 7-10 working days.
Timeline
7-10 working days
Handled By
CA / CS / Advocates
What Is a Private Limited Company?
A Private Limited Company is a business entity incorporated under the Companies Act, 2013, and regulated by the Ministry of Corporate Affairs (MCA). Once the Registrar of Companies approves incorporation, the company becomes its own legal person - distinct from the founders, directors, and shareholders who run it. That separation carries two practical consequences:
-
Separate legal identity - the company can own assets, sign contracts, sue, and be sued, all in its own name, not the founders'.
-
Limited liability - shareholders are liable only up to the value of the shares they hold. If the business runs into debt or a legal dispute, personal property and savings generally stay out of reach.
Who Should Register a Private Limited Company?
If any of these fit your situation, a Pvt Ltd structure is usually the right call.
Startups planning to raise funding - most angel investors and VCs specifically prefer a Pvt Ltd structure before investing
Founders who want limited liability protection in place before taking on real business risk
Growing businesses that need more credibility with banks and larger B2B clients than a proprietorship offers
Teams planning to bring in co-founders, issue ESOPs, or raise multiple funding rounds over time
Businesses built for the long term, where perpetual succession and formal governance matter
If you're a solo freelancer with no funding plans, or running a small operation that doesn't need external capital, an LLP or proprietorship may fit better - see the comparisons further down this page.
Eligibility Requirements
The Companies Act, 2013 sets a few baseline conditions before you can incorporate.
Directors
Minimum of 2, maximum of 15 without a special resolution
Shareholders
Minimum of 2, maximum of 200 - a single person can hold both roles
Resident director
At least one director must have stayed in India for a minimum of 182 days in the preceding calendar year, per Section 149(3)
Registered office
A valid Indian address at the time of incorporation - residential, rented, or co-working, as long as proof can be furnished
DIN for directors
Every proposed director needs a Director Identification Number; for new companies, DIN for up to 3 directors is applied for directly within the incorporation form
Age and disqualification
Directors must be 18 or older and not disqualified under the Act (e.g. prior fraud convictions or persistent non-filing)
Foreign nationals and NRIs can serve as directors or shareholders, subject to applicable FDI and RBI reporting rules.
Key Benefits
Separate legal identity - the company exists independently of its founders
Limited liability protection - personal assets stay shielded beyond shareholding
Stronger credibility - banks, vendors, and larger clients trust a registered Pvt Ltd more readily
Easier access to funding - most institutional investors and VC funds specifically look for this structure
Built for scaling - supports equity fundraising, ESOPs, and multiple investment rounds
Ability to issue shares - bring in new shareholders or raise capital without restructuring
Perpetual succession - the company continues even if a director or shareholder exits
Free consultation to choose suitable authorized capital & objects, plus post-incorporation support
How It Works
A dedicated professional guides you through each statutory milestone - entirely online, with no physical filing or in-person visit at any point.
1
Share your requirement & choose a name
Fill out our quick lead form. A legal specialist connects within 30 minutes to understand your business objectives and check your proposed company name against existing companies and trademarks.
2
DSC and DIN
We obtain Digital Signature Certificates (DSC) for all proposed directors from a government-authorised certifying authority, usually within 1–2 working days, and apply for DIN for up to 3 directors directly within the incorporation form.
3
Upload documents
Submit necessary ID and address proofs securely via dashboard or WhatsApp. We run initial verification within hours.
4
Expert drafting & SPICe+ filing
Your assigned professional prepares the e-MOA (Form INC-33) and e-AOA (Form INC-34), then files SPICe+ on the MCA portal - Part A for name reservation, Part B for incorporation - along with digitally signed declarations.
5
ROC verification
The Registrar of Companies verifies the application and supporting documents. We track and respond to any queries on your behalf.
6
Receive Certificate of Incorporation
Track real-time progress and receive your company's CIN, PAN, and TAN digitally - PAN and TAN are allotted automatically alongside the CoI, in 7-10 working days.
7
Bank account & post-incorporation steps
Open a company bank account using the CoI, PAN, and a board resolution. We also guide you through filing the Declaration of Commencement of Business (Form INC-20A) within 180 days and issuing share certificates within 60 days.
It's entirely online: SPICe+ runs through the MCA21 V3 portal, stamp duty is calculated and applied digitally as part of the filing, and a linked form - AGILE-PRO-S - lets you apply for GSTIN, EPFO, ESIC, and a bank account in the same submission.
Documents Required
Upload scanned copies through your portal or WhatsApp. Our team verifies everything the same day.
For Directors and Shareholders
PAN card (mandatory for Indian nationals)
Aadhaar card, or passport/OCI card for foreign nationals and NRIs
Address proof - a recent bank statement or utility bill, generally within the last two months
Email ID and mobile number for OTP verification during filing
For the Registered Office
Address proof of the premises - a recent electricity bill, water bill, or property tax receipt
Rent or lease agreement, if the premises is rented
A no-objection certificate (NOC) from the property owner, where the owner isn't a director or the company itself
Additional
Digital Signature Certificate (DSC) for each proposed director
Consent and declaration forms confirming each director's willingness to serve, along with other declarations required under SPICe+
Private Limited Company Registration Fees
Company registration cost breaks into a few separate pieces, not one flat number.
| Fee Component |
What to Expect |
| MCA filing fee |
Zero for companies with authorised capital up to ₹15 lakh - a threshold that covers most early-stage startups. Above that, a slab-based fee applies. |
| Name reservation |
Around ₹1,000 if reserved separately via the RUN service, though most founders now handle this as Part A of the same SPICe+ filing. |
| Stamp duty |
State-specific, charged on the MOA and AOA. It can range from a few hundred rupees to a few thousand depending on the state - the SPICe+ portal calculates the exact figure automatically. |
| DSC cost |
Roughly ₹1,000–₹2,500 per director for a Class 3 Digital Signature Certificate. |
| Professional fees |
What you pay a CA, CS, or a registration service for documentation, drafting, and filing - usually the largest variable, so confirm what's included before comparing quotes. |
Altogether, a standard 2-director company with a modest authorised capital typically runs into a few thousand rupees in pure government charges, plus professional fees on top.
How Long Does It Take?
With complete, accurate documentation, most companies receive their Certificate of Incorporation within 7 to 10 working days of filing SPICe+.
What causes delays
- A proposed name too close to an existing company or trademark, forcing a refile
- Documentation errors - mismatched addresses, expired ID proofs, incomplete director details
- ROC queries that pause the process until you respond
How Does It Compare?
Private Limited Company vs LLP
| Factor |
Private Limited Company |
LLP |
| Registration | SPICe+ via MCA, MOA & AOA required | FiLLiP via MCA, LLP Agreement required |
| Members | 2–200 shareholders | Minimum 2 partners, no upper limit |
| Ownership vs management | Shareholders own; directors manage | Partners own and manage directly |
| Liability | Limited to shareholding | Limited to agreed contribution |
| Compliance | Higher - board meetings, statutory registers, annual ROC filings, mandatory audit above thresholds | Lower - annual return and accounts, audit only above a turnover threshold |
| Tax | Corporate tax rates, including concessional rates under Section 115BAA | Taxed as a partnership; no dividend distribution tax on profit share |
| Funding | Preferred by investors; can issue equity | Investors generally avoid LLPs; no equity issuance |
| Best suited for | Startups and anything investor-facing | Professional services and steady-state businesses without funding plans |
Which is better? If you're raising funding or scaling significantly, a Private Limited Company is almost always the better fit. If you're running a smaller professional practice with no plans to raise equity, an LLP's lighter compliance load can be the more practical choice.
Private Limited Company vs OPC
| Factor |
Private Limited Company |
OPC |
| Members | 2–200 shareholders | Exactly 1 shareholder, with a mandatory nominee |
| Funding | Can raise equity from multiple investors | Harder to raise external equity |
| Scalability | Built to add shareholders/directors | Must convert to Pvt Ltd to bring in more owners |
| Best use case | Startups, co-founders, investors | Solo founders wanting liability protection now |
If you're starting solo with no near-term funding plans, an OPC can be a simpler entry point. If you already have a co-founder or expect to raise funding soon, registering directly as a Private Limited Company usually saves a later conversion.
Private Limited Company vs Partnership Firm
| Factor |
Private Limited Company |
Partnership Firm |
| Legal structure | Separate legal entity | No separate identity from partners |
| Liability | Limited to shareholding | Unlimited - partners personally liable |
| Registration | Mandatory, via MCA | Optional under the Indian Partnership Act |
| Compliance | Higher - statutory filings, audits | Minimal - mostly tax filings |
| Funding | Investor-friendly | Very limited external funding options |
| Continuity | Continues regardless of ownership changes | Can dissolve on a partner's exit, unless the deed states otherwise |
The trade-off is straightforward: a partnership is quick and cheap to start but offers zero liability protection. A Private Limited Company costs more to set up and maintain, but that cost buys a legal shield your personal assets can rely on.
Choosing a Company Name
Uniqueness matters most
The name can't be identical, or too close, to an existing registered company, LLP, or trademark.
Check MCA availability first
Use the MCA's free name-search tool before filing, to avoid a wasted RUN fee.
Check the trademark registry too
A name can clear MCA's company-name check and still infringe a registered trademark.
Think beyond legal approval
Consider how the name works as a domain, a future trademark application, and on invoices and marketing.
Common rejection reasons: names too similar to an existing company, implied government affiliation, restricted words like "bank" or "insurance" without regulatory sign-off, and overly generic names.
The Certificate of Incorporation
The CoI is the legal document confirming your company's existence, issued by the ROC once SPICe+ is approved. It contains the company's Corporate Identification Number (CIN), registered name and office address, date of incorporation, category, and PAN/TAN.
Banks require it to open a current account, larger clients and vendors may ask for it before contracting, and it's the first document any funding due-diligence process checks. It's downloaded as a PDF from the MCA V3 portal - there's no physical copy issued by post.
Post-Incorporation Compliance
Getting the CoI isn't the finish line:
Open a company bank account before any transacting begins
Appoint the first statutory auditor within 30 days of incorporation
Maintain statutory registers of members, directors, and charges from day one
File annual financial statements (AOC-4) and the annual return (MGT-7/MGT-7A) with the ROC every year, regardless of business activity
File the company's income tax return annually, with advance tax where applicable
Register for GST, EPFO, or ESIC as employee or turnover thresholds are crossed
Persistent non-compliance here can lead to penalties, director disqualification, or the company being struck off the register entirely.
Common Mistakes During Company Registration
- Choosing a name that gets rejected for similarity to an existing company or trademark
- Director PAN or Aadhaar details that don't exactly match official records
- Incomplete documentation - missing address proof, expired IDs, wrong file formats
- Registered office documents that are outdated or missing the owner's NOC
- Missing signatures on declarations that need every director's sign-off, not just the lead applicant
- Inconsistent spellings or addresses across different forms in the same application
- Treating the CoI as the finish line and missing post-incorporation deadlines like INC-20A
Frequently Asked Questions
A business entity registered under the Companies Act, 2013, with a legal identity separate from its owners and limited liability for shareholders.
Through the SPICe+ form on the MCA portal - DSC procurement, name reservation, MOA/AOA filing, and submission for ROC approval.
At least 2 directors and 2 shareholders, one resident director, a registered Indian office address, and DIN and DSC for each proposed director.
PAN and Aadhaar (or passport for foreign nationals) for directors and shareholders, address proof, a photograph, registered office proof, and a DSC per director.
The MCA charges zero filing fee for authorised capital up to ₹15 lakh. You'll still pay state stamp duty, roughly ₹1,000 for name reservation, DSC costs per director, and professional fees if you use a service provider.
Typically 7-10 working days from filing SPICe+, given accurate documentation and subject to Central Registration Centre (CRC/MCA) processing times. Name issues or document errors can add several more days.
Yes, entirely through the MCA V3 portal - no physical filing required. Every application is also assigned a tracking ticket inside your LegalDev India dashboard with real-time stage updates and direct expert messaging.
Two directors (up to 15 without a special resolution) and two shareholders (up to 200).
Depends on your goals - better for raising equity funding or scaling significantly; an LLP suits smaller, steady businesses that want lower compliance and no external investors.
The ROC-issued legal document confirming your company's registration, containing its CIN, name, address, and incorporation date.
Appointing an auditor within 30 days, filing INC-20A within 180 days, maintaining statutory registers, and filing annual returns and financial statements with the ROC every year.
Our team handles the first and second resubmissions without charging any extra professional fee.
If there is an unfulfilled SLA on our part without external dependency bottlenecks, we refund the professional fee in full per our clear service terms.
Conclusion
A Private Limited Company remains the default structure for startups and growing businesses in India, and the reasoning holds up: limited liability protects personal assets, a separate legal identity builds credibility with banks and investors, and the structure itself is built to scale as the company grows. Getting the name, documentation, and director details right the first time is what separates a smooth 7–10 day registration from weeks of resubmission.
If you'd rather not navigate SPICe+, DSCs, and ROC queries alone, LegalDev India handles the entire process, from your first consultation to a downloaded Certificate of Incorporation.