How to Register a Private Limited Company in India — Complete Guide 2026
What is a Private Limited Company?
A Private Limited Company (Pvt Ltd) is the most popular business structure in India for startups and growing businesses. It is a separate legal entity from its owners, which means your personal assets are protected from business debts.
A Pvt Ltd company can have a minimum of 2 directors and 2 shareholders, and a maximum of 200 shareholders. It cannot offer shares to the public.
Why Choose Pvt Ltd Over Other Structures?
Limited Liability — Your personal savings, house, and other assets cannot be seized to pay company debts. Liability is limited to the amount invested.
Separate Legal Entity — The company can own property, enter contracts, sue and be sued in its own name.
Easy Fundraising — VCs, angel investors, and banks strongly prefer Pvt Ltd companies. It is virtually impossible to raise institutional funding as a sole proprietorship or partnership.
Perpetual Succession — The company continues to exist even if directors or shareholders change. This makes succession planning straightforward.
Credibility — Having "Private Limited" in your name adds credibility with customers, vendors, and partners.
Documents Required for Pvt Ltd Registration
For Directors (each):
PAN Card
Aadhaar Card
Passport-size photograph (white background)
Address proof — Voter ID, Passport, or Driving License
Mobile number linked to Aadhaar (for OTP verification)
For Registered Office:
Utility bill (electricity, water, or gas — not older than 2 months)
Rent agreement (if rented property) — notarised
No Objection Certificate (NOC) from the property owner
Proof of ownership — sale deed or property tax receipt
For the Company:
Proposed company names (at least 2 choices)
Proposed business activity description
Authorised capital amount
Step-by-Step Registration Process
Step 1: Obtain Digital Signature Certificate (DSC) — Day 1
Every director needs a DSC (Class 3) to digitally sign the incorporation documents filed with the Ministry of Corporate Affairs (MCA). This is obtained from a licensed Certifying Authority.
Time: 1-2 hours if Aadhaar e-KYC is used.
Step 2: Apply for Director Identification Number (DIN) — Day 1
DIN is a unique identification number assigned to each director. Under the SPICe+ form, DIN is applied simultaneously with incorporation, so this is no longer a separate step.
Step 3: Name Reservation via RUN (Reserve Unique Name) — Day 2-3
You can apply for name reservation through the RUN service on the MCA portal, or include it in the SPICe+ form. The name must:
Not be identical or too similar to an existing company or LLP
Not contain prohibited words (like "President," "Republic," etc.)
Include the type of business activity where possible
Tip: Always have 2 backup names ready. About 30% of name applications are rejected on the first attempt.
Step 4: File SPICe+ (INC-32) — Day 3-5
SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus) is an integrated form that combines multiple registrations:
Company incorporation
DIN allotment
PAN and TAN application
GST registration (if opted)
EPFO and ESIC registration (if opted)
Professional Tax registration (Maharashtra and Karnataka)
Bank account opening
You need to attach the MOA (Memorandum of Association) and AOA (Articles of Association) with this form.
Step 5: MCA Processing and Approval — Day 5-7
The Registrar of Companies (ROC) reviews the application. If everything is in order, they issue the Certificate of Incorporation (COI) with PAN and TAN.
Step 6: Post-Incorporation — Day 7-10
After receiving the COI, you need to:
Open a current bank account in the company name
Deposit the subscription money (initial share capital)
Issue share certificates to shareholders
Apply for GST registration (if not done via SPICe+)
Apply for Shops & Establishment license
Government Fees
| Component | Fee |
|---|---|
| DSC (per director) | ₹500-1,500 |
| MCA filing fee (authorised capital up to ₹1 lakh) | ₹500 |
| Stamp duty | Varies by state (₹1,000-5,000) |
| Professional fee (name reservation) | ₹1,000 |
| Total government fees | ₹3,000-8,000 |
Professional service charges (like ours) are separate and cover the entire process including document preparation, filing, and follow-up.
Timeline
With all documents ready and no rejections, the typical timeline is 7-10 working days. At CompanyKholo, we guarantee 7-day completion or your money back.
Common Mistakes to Avoid
1. Choosing a name too similar to an existing company — Always search the MCA company name database before applying.
2. Incorrect Aadhaar details — The name on your PAN and Aadhaar must match exactly.
3. Expired address proof for registered office — Utility bills must be less than 2 months old.
4. Not planning for adequate authorised capital — Starting too low means paying additional fees later to increase it.
5. Skipping the NOC from landlord — MCA will reject the application without this.
Frequently Asked Questions
Q: Can an NRI be a director?
Yes, an NRI or foreign national can be a director. At least one director must be a resident of India (stayed in India for at least 182 days in the previous calendar year).
Q: What is the minimum capital required?
There is no minimum capital requirement. You can start with as low as ₹1 lakh authorised capital, though ₹10 lakh is commonly recommended.
Q: Can I convert my proprietorship to a Pvt Ltd later?
Yes, you can convert a sole proprietorship or partnership into a Pvt Ltd company. However, it is simpler and cheaper to start as a Pvt Ltd from the beginning.
Q: Is GST registration mandatory?
GST registration is mandatory only if your annual turnover exceeds ₹40 lakh (₹20 lakh for services). However, many businesses register voluntarily to claim input tax credit.
Need Help With Company Registration?
Our Chartered Accountants can handle everything for you — from documents to filing.