COI
What COI means, how it works, a worked example, the mistakes we see and the questions founders ask.
DefinitionThe Certificate of Incorporation (COI) is the document issued by the Registrar of Companies that proves a company legally exists, showing its name, CIN, PAN, TAN and date of incorporation.
The COI is the birth certificate of your company. It arrives by email, digitally signed by the Registrar, once SPICe+ is approved, usually 3 to 5 working days after filing with complete documents. It carries the Corporate Identity Number (CIN), a 21-character code that identifies the company in every MCA filing, and since 2020 the PAN and TAN are printed on it as well. You will use the COI to open the bank account, apply for GST, sign vendor agreements and prove existence to investors and marketplaces. Two clocks start from its date: deposit the subscription money and file INC-20A within 180 days, and appoint the first auditor within 30 days. An LLP receives an equivalent certificate with an LLPIN.
How COI works
The certificate of incorporation is the Registrar's confirmation that the company exists from the date on the certificate. Issued on Form INC-11 and signed digitally by the Registrar, it carries the company's name, its 21-character Corporate Identity Number, the date of incorporation and, since 2018, the PAN and TAN allotted with it. From that date the company is a separate legal person: it can own property, sue and be sued, and its members' liability is limited to their shares.
The CIN encodes the company's listing status, industry code, State of registration, year of incorporation, ownership type and the Registrar's serial number. It appears on every MCA filing, and the Act requires the CIN, registered office address, phone and email on all letterheads, invoices and notices.
The certificate is the first document any bank, government portal or customer asks for. It is downloaded from the MCA portal; there is no physical copy. The date on it starts every incorporation clock: the first board meeting within 30 days, the first auditor within 30 days, INC-20A within 180 days and the first AGM within nine months of the first financial year end.
A Chennai company receives its certificate on 14 March with CIN U62011TN2026PTC123456: unlisted, computer programming industry code, Tamil Nadu, 2026, private. Its PAN and TAN appear on the same certificate. The founders open the bank account the next week with the certificate, the memorandum and the board resolution, and the 180-day clock for INC-20A runs to 10 September.
Mistakes we see with COI
- Leaving the CIN off invoices and letterheads, which is an offence with a daily penalty and which banks and large customers notice.
- Assuming the certificate proves the company is active; a struck-off company's certificate still exists, so counterparties check the master data on the MCA portal.
- Losing track of the incorporation date and missing the 180-day INC-20A deadline that counts from it.
Last updated 19 October 2026. Checked against the MCA, GST, Income-tax and Trade Marks rules in force for October 2026.
Where you will meet this term
- Private Limited CompanyFounders who plan to raise money or hirefrom ₹4,999
- One Person CompanyFor a solo founder who wants limited liability and a company name without a co-founder.from ₹4,999
- Limited Liability PartnershipFor two or more partners running a services or professional firm who want limited liability with light compliance.from ₹4,999
Questions founders ask about COI
How do I get a copy of the certificate of incorporation?
From the MCA portal under the company's filed documents, or through the email the Registrar sends on approval of SPICe+. It is a digitally signed PDF; no physical certificate is issued.
What is a CIN?
The 21-character Corporate Identity Number on the certificate: listing status, industry code, State, year, company type and a serial number. It must appear on the company's letterheads, invoices and official publications.
Can the certificate of incorporation be cancelled?
The Tribunal can cancel it if incorporation was obtained by fraud or misstatement. Otherwise the company ends only by winding up or by the Registrar striking it off, and the certificate remains on the record as a historical document.