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private limited company registration

Private Limited Company Setup in India: Procedure & Documents

Starting a business is an exciting step toward entrepreneurship, but selecting the right structure can define your long-term success. Among the various options available in India, Private Limited Company registration remains the most preferred choice for startups and small businesses. It provides limited liability, legal recognition, and easier funding access – all essential for sustainable growth.

This guide explains how to register a Private Limited Company in India, the documents required, eligibility criteria, procedure, and compliance requirements after registration.

What is a Private Limited Company?

A Private Limited Company (PLC) is a privately held business entity owned by a small group of shareholders, typically between 2 and 200 members. It operates under the Companies Act, 2013, and is registered with the Ministry of Corporate Affairs (MCA).

This structure creates a separate legal entity, meaning the company’s existence is independent of its owners. The shareholders’ personal assets remain protected even if the company incurs losses or debts, making it a secure and credible option for entrepreneurs.

Key Features of a Private Limited Company

A Private Limited Company stands out due to the following features:

  • Minimum 2 directors and 2 shareholders required
  • Maximum 200 shareholders allowed
  • Limited liability for shareholders
  • Separate legal identity from owners
  • Perpetual succession, ensuring continuity despite ownership changes
  • Mandatory registration under MCA

Why Choose a Private Limited Company?

Entrepreneurs prefer a Private Limited Company for several strategic advantages:

1. Limited Liability Protection

Each shareholder’s liability is restricted to their investment amount. Their personal property stays safe if the business faces losses or legal issues.

2. Separate Legal Identity

The company can own assets, enter into contracts, and sue or be sued in its own name, ensuring smoother operations and credibility.

3. Easier Fundraising

Investors and venture capitalists often prefer Private Limited Companies due to their clear structure and legal transparency.

4. Perpetual Existence

The company continues to operate even if directors or shareholders change, resign, or pass away.

5. Enhanced Credibility

Banks, clients, and investors trust registered companies more, giving your business an edge in funding and partnerships.

Eligibility Criteria for Private Limited Company Registration

Before you begin the registration process, make sure your company meets these basic requirements set by the MCA:

CriteriaRequirement
Minimum Directors2
Maximum Directors15
Minimum Shareholders2
Maximum Shareholders200
Resident DirectorAt least one Indian resident
Registered OfficeMust be in India
Paid-up CapitalMinimum ₹1 (no mandatory capital requirement)

Step-by-Step Procedure for Private Limited Company Registration

Follow these steps to complete Private Limited Company registration through the MCA online portal:

Step 1: Obtain Digital Signature Certificate (DSC)

Every director and shareholder must have a DSC to sign electronic documents online.

Documents required for DSC:

  • PAN card
  • Aadhaar card
  • Passport-size photo
  • Email ID and mobile number

Time required: 1–2 working days

Step 2: Apply for Director Identification Number (DIN)

Each director must obtain a DIN (Director Identification Number) from the MCA. You can apply for it while filling out the SPICe+ form during incorporation.
If a director already has a DIN, they can reuse it.

Step 3: Reserve Your Company Name

You must reserve a unique company name using RUN (Reserve Unique Name) or SPICe+ Part A on the MCA portal.

Guidelines for selecting a name:

  • Must end with “Private Limited”
  • Should not match existing names or trademarks
  • Must relate to the business activity (e.g., “ABC Tech Solutions Private Limited”)

Pro tip: Check name availability on both MCA and Trademark databases before submission.

Step 4: Draft MOA and AOA

Prepare two crucial documents for incorporation:

  • Memorandum of Association (MOA): Defines business objectives and operations.
  • Articles of Association (AOA): Describes internal management rules.

Upload both documents digitally with the SPICe+ form.

Step 5: File the SPICe+ (INC-32) Form

SPICe+ is an integrated online form that streamlines the company incorporation process. It covers:

  • Incorporation
  • PAN and TAN applications
  • EPFO & ESIC registration
  • GSTIN (optional)

After filling it out, attach documents, sign them digitally using DSC, and submit online.

Step 6: Pay Government Fees and Stamp Duty

You can pay the required registration fees and stamp duty online via the MCA portal. The amount varies based on your authorized capital and state of registration.

Step 7: Receive the Certificate of Incorporation

After the Registrar of Companies (ROC) verifies your documents, you will receive the Certificate of Incorporation (COI), which includes:

  • Company Identification Number (CIN)
  • Permanent Account Number (PAN)
  • Tax Deduction Account Number (TAN)

Your company is now officially registered!

       Need help with Private Limited Company registration? Get expert assistance from CAAFT to make the process quick and hassle-free.

Documents Required for Private Limited Company Registration

Here is a complete checklist of documents you will need:

For Directors and Shareholders

  • PAN card (for Indian nationals)
  • Passport (for foreign nationals)
  • Aadhaar card / Voter ID / Driving License
  • Passport-size photo
  • Email ID and mobile number

For Registered Office

  • Latest electricity or water bill (not older than 2 months)
  • Rent agreement or property ownership proof
  • No Objection Certificate (NOC) from the property owner

Other Required Documents

  • Memorandum of Association (MOA)
  • Articles of Association (AOA)
  • Director consent form (DIR-2)
  • Declaration by directors (INC-9)

Estimated Cost and Time for Registration

ActivityEstimated CostTime Required
Digital Signature Certificate (DSC)₹1,000 – ₹2,000 per director1–2 days
Name Reservation₹1,0001–2 days
MCA Filing Fees (SPICe+)₹3,000 – ₹5,0003–5 days
Total Estimated Cost₹8,000 – ₹12,0007–10 working days

Note: Costs may vary based on capital, professional charges, and state stamp duty.

Post-Registration Compliance Requirements

After incorporation, you must maintain legal compliance to keep your company active:

  1. Open a Business Bank Account – Use your COI, PAN, and MOA/AOA.
  2. Apply for GST Registration – Mandatory if turnover exceeds ₹40 lakhs or interstate sales occur.
  3. Maintain Statutory Registers – Keep accurate records of board meetings, finances, and shareholding.
  4. File Annual Returns – Submit Form AOC-4 and MGT-7 every financial year.
  5. Hold Regular Board Meetings – At least four per year as per the Companies Act.

Common Mistakes to Avoid

  • Selecting a name that conflicts with existing businesses
  • Providing mismatched address or ID proofs
  • Missing DSC or DIN details
  • Submitting incomplete SPICe+ forms

Double-check all details and documents before submission to avoid rejection.

Advantages of Private Limited Company Registration

  • Limited liability safeguards personal assets
  • Stronger brand image and credibility
  • Easier to raise investment and capital
  • Smooth ownership transfer and continuity
  • Tax efficiency and flexibility in management

Conclusion

Registering a Private Limited Company in India gives your business a strong legal foundation and credibility. Though the process involves several steps – from obtaining DSC and DIN to completing SPICe+ filing – the benefits far outweigh the effort.

With proper documentation and compliance, your business gains a separate identity, protection from risks, and the ability to grow with investor confidence.

If you’re ready to turn your business idea into a recognized entity, start the registration process today and lay the groundwork for long-term success.

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