Private Limited Company Registration in India
Online private limited company registration filed by a Practicing Company Secretary. From SPICe+ Part A through to your Certificate of Incorporation, PAN, TAN and current account, the entire workflow is run by one team that signs in your name.
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Why Founders Choose Private Limited Company Registration
A private limited company is the default vehicle for founders raising venture capital, scaling a team and serving enterprise clients in India. Once incorporated, the pvt ltd becomes a distinct legal person that can sign contracts, hold assets, sue and be sued in its own name. Shareholders enjoy limited liability, which means personal property is shielded if the business runs into debt or litigation. This separation is the single biggest reason most growing businesses pick private limited company registration over a partnership or proprietorship.
The trade off is annual compliance. A Pvt Ltd carries mandatory statutory audit from year one, four ROC filings a year for an active board, DIR 3 KYC for every director, AOC 4 with audited financials and MGT 7 as the annual return. Founders moving from a proprietorship habit often feel this is heavy. From inside a CS practice, this is the single biggest reason founders later default on compliance and accumulate avoidable penalties.
The Companies (Amendment) Act 2015 removed the minimum paid up capital requirement. The Companies (Specification of Definitions Details) Rules 2022 raised the Small Company threshold to a paid up capital of four crore and turnover of forty crore. If your pvt ltd remains within those limits, your annual compliance is simpler, including a one director board meeting allowance and exemption from cash flow statement.
Pvt Ltd vs LLP vs OPC: A Side by Side Comparison
| Parameter | Pvt Ltd | LLP | OPC |
|---|---|---|---|
| Governing statute | Companies Act 2013 | LLP Act 2008 | Companies Act 2013 |
| Minimum members | 2 shareholders, 2 directors | 2 partners (2 DPs) | 1 member, 1 director, 1 nominee |
| Maximum members | 200 shareholders | Unlimited | 1 |
| Statutory audit | Always mandatory | Only above 40 lakh turnover or 25 lakh contribution | Always mandatory |
| Annual MCA filings | AOC 4, MGT 7, DIR 3 KYC, ADT 1 | Form 11, Form 8, DIR 3 KYC | AOC 4, MGT 7A, DIR 3 KYC |
| VC and angel investor preference | Highest | Limited | Limited |
| ESOP issuance | Yes | Not directly | Yes |
| Conversion to other structures | To LLP, public limited | To pvt ltd | To pvt ltd |
Eligibility Criteria for Private Limited Company Registration
- Minimum two and maximum two hundred shareholders
- Minimum two and maximum fifteen directors
- At least one director must be an Indian resident who stayed in India for one hundred and eighty two days or more during the previous financial year
- A unique proposed name that does not conflict with existing companies, LLPs or registered trademarks
- A registered office address with valid documentary proof
Documents Required for Pvt Ltd Company Registration
Step by Step Private Limited Company Registration Process
- Name reservation through SPICe+ Part AWe submit up to two name options. The system checks for conflicts with existing companies, LLPs and registered trademarks. Approval typically arrives in one to two working days. We share the approved name letter for your record.
- Class 3 DSC for each directorClass 3 is mandatory on MCA V3. Class 2 was deprecated in 2021. We arrange video verification on the same day. The DSC is usable across MCA, GST and Income Tax portals.
- Drafting of MOA and AOAThe Memorandum and Articles are drafted by our team based on your business objects and ownership preferences. Both documents come to you for review with annotations on each clause.
- SPICe+ Part B with INC 33, INC 34 and AGILE PROThe integrated form covers incorporation, PAN, TAN, EPFO, ESIC, professional tax registration where applicable, optional GSTIN, and bank account opening. DIN is allotted within the same filing for first time directors.
- Certificate of IncorporationThe ROC issues your Certificate of Incorporation with CIN, PAN and TAN. The pvt ltd is now legally registered and ready to open a current account.
- INC 20A within one hundred and eighty daysWe file form INC 20A declaring commencement of business after the bank account is opened and the paid up capital is deposited. Without this filing, the company cannot legally trade.
Private Limited Company Registration Fees in India
Total private limited company registration cost has three components. ROC government fee depends on authorised capital. Stamp duty on MOA and AOA depends on the state. Our professional fee is fixed and includes Class 3 DSC for two directors, name approval, MOA and AOA drafting, SPICe+ filing, PAN, TAN, AGILE PRO, INC 20A and bank account opening coordination. As a real example, total cost in Maharashtra for an authorised capital of one lakh comes to a tight three digit thousand range; in Karnataka it sits slightly higher due to state stamp duty. Request a callback for an itemised view of pvt ltd company registration fees applicable to your state.
Post Incorporation Compliance for a Private Limited Company
Founders often think the work is over when the Certificate of Incorporation arrives. From a CS practice, the first six months are when most avoidable penalties are incurred. Here is the checklist we work to.
- Apply for a current account using the Certificate of Incorporation, MOA, AOA, PAN and a board resolution. Open within the first thirty days.
- Deposit the subscribed paid up capital into the current account.
- Appoint the first statutory auditor through form ADT 1 within thirty days of incorporation.
- Issue share certificates to subscribers within sixty days of incorporation.
- Pay stamp duty on share certificates as per the state where the registered office is located.
- File form INC 20A declaring commencement of business within one hundred and eighty days.
If you are a solo founder still testing product market fit, no external capital in sight and revenue under thirty lakh, a private limited company is overengineered. You will spend more on annual compliance than the structure earns you in credibility. Start as an OPC or LLP. We will help you convert later if you scale into venture funding.
Frequently Asked Questions on Private Limited Company Registration
Is there really no minimum capital for private limited company registration?
Correct. The Companies (Amendment) Act 2015 removed the requirement for a minimum paid up capital. The statutory floor of one lakh that older content refers to is no longer in force. You can register with any reasonable authorised capital, and we typically suggest one lakh because the MCA fee bracket is lowest at that slab.
How many directors and shareholders do I need for pvt ltd company registration?
Two of each, minimum. The same two individuals can hold both roles, so a husband and wife or two co founders can together satisfy the requirement. Maximum shareholders is two hundred and maximum directors is fifteen. At least one director must be an Indian resident, meaning someone who stayed in India for one hundred and eighty two days or more in the previous financial year.
What is the current cost of private limited company registration?
Three cost buckets. ROC government fee calculated on authorised capital, stamp duty payable to the state of incorporation, and our professional fee. Our flat package covers DSC, DIN, name approval, MOA, AOA, SPICe+ filing, PAN and TAN. Stamp duty differs widely between Maharashtra, Karnataka, Delhi and other states. Request a callback for an itemised view of pvt ltd company registration fees in your state.
How long does pvt ltd company registration take?
On the current MCA V3 portal, end to end timing averages seven to twelve working days from the day all signed documents reach us. SPICe+ Part A name approval is one to two working days. DSC issuance is same day. SPICe+ Part B approval is currently averaging four to seven working days at the ROC.
Can a foreign national or NRI hold one hundred percent of the shares?
Yes, subject to FEMA and the sectoral FDI policy. Most sectors permit one hundred percent foreign direct investment under the automatic route. At least one director must be an Indian resident. We confirm sectoral applicability before we begin the filing so there are no surprises at the funding round.
What is the first thing I must do after incorporation?
File form INC 20A declaring commencement of business within one hundred and eighty days of the date of incorporation. Without this filing, the company cannot commence operations or borrow money. Within thirty days, you must also appoint the first statutory auditor through form ADT 1. We bundle both into our first year compliance plan.
How is a private limited company taxed?
Companies pay tax under the Income Tax Act. The standard rate is twenty five percent for companies with turnover up to four hundred crore (plus surcharge and cess). A concessional twenty two percent rate is available under Section 115BAA for companies that forgo specified deductions, and a fifteen percent rate is available under Section 115BAB for certain new manufacturing companies. We refer the detailed tax modelling to a verified income tax specialist.
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A 30 minute consultation with a Practicing Company Secretary will tell you exactly which structure fits, what it will cost and which filings should come first. Real conversation, not a sales script.
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