How to register a Private Limited Company in India (2026)

What does registering a Private Limited Company involve?

Registration is a single online process on the MCA portal, split into two parts of one form called SPICe+. Part A reserves the company name. Part B incorporates the company and, through the linked AGILE-PRO-S form, applies for PAN, TAN, GST (optional), EPFO, ESIC, profession tax where the state requires it, and a bank account.

The practical sequence is:

• Get a digital signature certificate (DSC) for each proposed director.
• Reserve the name in SPICe+ Part A (2 to 3 working days).
• Draft the memorandum and articles (eMoA and eAoA) and collect signed declarations.
• File SPICe+ Part B with AGILE-PRO-S (3 to 5 working days to approval).
• Receive the certificate of incorporation with CIN, PAN and TAN.

From complete documents to certificate, count on 12 to 15 working days. Our Private Limited Company service handles every filing above, and the rest of this guide explains what happens at each step so you know what you are signing.

Who can be a director or shareholder?

A Private Limited Company needs at least two directors and two shareholders, and the same two people can fill both roles.

At least one director must be resident in India, meaning present in India for 182 days or more during the previous financial year. Foreign nationals and NRIs can be directors and shareholders, and a foreign company can be a shareholder, subject to the FDI rules for the sector. Every director needs a Director Identification Number (DIN); SPICe+ allots DINs to up to three new directors during incorporation, so no separate application is needed for a first-time director.

There is no minimum paid-up capital since 2015, so a company can start with ₹10,000 of share capital or less. What matters more is authorised capital, because MCA fees and stamp duty scale with it. If you are one person starting alone, compare this with an OPC in our Private Limited vs OPC comparison before you file.

Step 1: How do you get a digital signature?

Every proposed director signs the incorporation forms electronically, so each one needs a Class 3 digital signature certificate (DSC) issued by a licensed certifying authority. The DSC is stored on a USB token and is valid for two years.

To obtain one, the director completes a short video verification and submits PAN, Aadhaar (or passport for foreign nationals), a photograph, an email address and a mobile number. Aadhaar-based eKYC makes this a same-day process for Indian residents. Foreign nationals need their documents notarised and apostilled or attested by the Indian embassy, which is the slowest part of a cross-border incorporation.

Three practical points:

• The name on the DSC must exactly match the name on PAN. A missing middle name causes a rejection later in SPICe+.
• Keep the token password with the director, not the service provider.
• The same DSC is reused later for annual filings, DIR-3 KYC and GST, so do not let it lapse.

Step 2: How do you reserve the company name?

You propose up to two names in SPICe+ Part A and the Central Registration Centre approves or rejects them in 2 to 3 working days. An approved name is reserved for 20 days, during which you must file Part B.

A name is rejected if it is identical or too similar to an existing company or LLP, matches a registered trademark in a related class, or uses restricted words (Bank, Insurance, Stock Exchange, National, and similar) without approval. The name must end in Private Limited and should have a distinctive first word plus a word describing the business, for example Meadow Analytics Private Limited.

Check three things before filing, because a rejection costs you a week:

• MCA name availability and the LLP register.
• The trademark register in your class, on the IP India public search, as a first screen.
• The .com or .in domain, so the brand can be used consistently.

Step 3: What goes into SPICe+ Part B and AGILE-PRO-S?

Part B is the incorporation application. It captures the registered office address, authorised and paid-up capital, the details of each director and subscriber, and the main business activity (NIC code). It is filed with:

• eMoA (INC-33) listing the objects of the company and each subscriber's shares.
• eAoA (INC-34) setting the internal rules; the standard Table F articles work for most startups.
• INC-9 declarations by subscribers and first directors, auto-generated in most cases.
• DIR-2 consent from each director.
• Proof of the registered office: a utility bill not older than two months plus a no-objection letter from the owner.

AGILE-PRO-S is submitted in the same filing. It applies for EPFO and ESIC registration (mandatory), profession tax registration in states such as Maharashtra and Karnataka, GSTIN if you opt in, and opens a current account with the bank you select.

Approval usually takes 3 to 5 working days; if the registrar raises a query you get one chance to resubmit before the filing is rejected and fees are forfeited.

What do you receive once the company is incorporated?

The registrar emails a certificate of incorporation showing the company's name, date of incorporation and 21-character CIN. The same email carries the PAN and TAN. Within a few days you will also receive the EPFO and ESIC registration numbers and, if applied for, the GSTIN and the bank's account opening confirmation.

Three documents matter for the years ahead, so store them properly:

• The certificate of incorporation and the stamped MoA and AoA, which every bank, investor and government portal will ask for.
• The PAN and TAN letters, needed for income tax and TDS logins.

If you need to register for GST later, once turnover crosses the threshold or you start selling online, see our GST Registration service.

What must you do in the first 180 days?

Incorporation creates deadlines immediately, and missing them is the most common way a new company picks up penalties.

• First board meeting within 30 days. Approve opening the bank account and record the registered office.
• Appoint the first auditor within 30 days and file ADT-1. Every company must be audited regardless of turnover.
• Deposit the share capital. Each subscriber transfers the amount for their shares into the company's account.
• Issue share certificates within 60 days of incorporation, stamped as per your state's stamp duty.
• File [INC-20A](/glossary/inc-20a/) within 180 days. This is the declaration of commencement of business, confirming the subscribers have paid for their shares. Until it is filed the company cannot borrow or start business. The penalty for missing it is ₹50,000 on the company and ₹1,000 per day on each officer, up to ₹1 lakh.

Every incorporation we handle includes a post-incorporation checklist with these dates. Our Company Annual Filings service picks up from here for the AGM, AOC-4 and MGT-7A cycle.

How long does it take and what does it cost?

Twelve to fifteen working days from complete documents is a realistic timeline in 2026: one day for DSCs, 3 to 4 working days for the name, and 8 to 10 working days for Part B approval, including a resubmission if the registrar raises a query.

The government costs are small for most startups. The MCA incorporation fee is nil for authorised capital up to ₹15 lakh. Stamp duty on the MoA, AoA and the form itself is charged by the state of the registered office and ranges from a few hundred rupees to several thousand, with Punjab and Kerala at the higher end. Each DSC costs roughly ₹1,000 to 2,000 from the certifying authority. Professional fees for a complete incorporation in the market range from about ₹7,000 to 25,000 depending on what is included.

Use the Company Cost Estimator to see the all-in figure for your state and capital, and read the cost guide for what the cheap online offers leave out.

Which mistakes delay a registration?

In our experience five errors account for most rejections and resubmissions:

• Address proof older than two months. The utility bill for the registered office must be recent, in the owner's name, and matched by a no-objection letter.
• Name mismatches across documents. PAN, Aadhaar, DSC and the passport photograph must carry the same spelling.
• A name that copies a trademark. The registrar checks the trademark register; so should you.
• Unrealistic authorised capital. Setting ₹1 crore to look bigger costs stamp duty now and adds nothing. Start at ₹1 lakh to ₹10 lakh and increase when investors come in.
• Objects clause that is too narrow or too vague. Describe the main business in one clear paragraph; a company can add objects later by special resolution.

After incorporation, put the first 180 days on a calendar, or use our Compliance Calendar tool, the day the certificate arrives.