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Company Registration in Bangalore: ROC Bengaluru, stamp duty and local rules

In short

Company Registration in Bangalore is fully online via SPICe+. ROC Bengaluru supervises the company, Karnataka sets the stamp duty, and Karnataka professional tax and Shops Act rules apply.

Company Registration in Bangalore (Bengaluru) is done online through the SPICe+ form on the MCA portal, the same as anywhere in India. The local differences are that the company is supervised by the Registrar of Companies, Bengaluru, pays Karnataka stamp duty on its MOA and AOA, and must follow Karnataka rules on professional tax and shops and commercial establishments after incorporation.

This guide explains those Karnataka-specific pieces. For the national steps — DSC, name, SPICe+ and the documents — read the Private Limited Company Registration step-by-step guide. Everything below is as of October 2026.

Is Company Registration in Bangalore any different?

The legal process is identical across India. A Private Limited Company (PVT. LTD.), One Person Company or LLP is incorporated under central law, and the application is examined by the Registrar of Companies at the Central Registration Centre (CRC), which issues the Certificate of Incorporation together with the company's PAN and TAN. Nobody has to visit an MCA office in Bengaluru.

What a Bengaluru registered office decides is:

  • the jurisdictional ROC that supervises the company after incorporation;
  • the stamp duty on the MOA and AOA, which Karnataka sets; and
  • the state Registrations that follow, such as professional tax and Shop and Establishment Registration.

Which ROC covers a company in Bangalore?

The Registrar of Companies, Bengaluru (often called ROC Bangalore) has jurisdiction over companies and LLPs with their registered office anywhere in Karnataka. The MCA's 2026 reorganisation of offices, which split ROCs in Mumbai, Delhi and Kolkata, did not split the Karnataka ROC. It did create a new Regional Directorate at Bengaluru for Karnataka, Kerala and Lakshadweep (PIB release). The Regional Director handles matters above the ROC's level, such as approving a shift of registered office from one state to another.

The ROC is where the company's annual filings sit, where defaults are examined and penalties are levied, and which issues notices if filings are missed. Routine e-forms are now processed centrally by the MCA, but the jurisdictional ROC still matters for adjudication and enforcement.

How much is stamp duty on the MOA and AOA in Karnataka?

Karnataka charges stamp duty on the MOA and AOA under the Karnataka Stamp Act, 1957. The Karnataka Stamp (Amendment) Act, 2023, which came into force in February 2024, raised the duty on several instruments, including the memorandum and articles of association of companies. The AOA duty also increases with authorised capital.

Because published summaries of the revised Karnataka rates do not all agree, this guide does not quote a single figure. The reliable approach is simple: SPICe+ calculates the Karnataka stamp duty for your authorised capital and collects it online along with the MCA fees. You can see the exact amount before you pay. Stamp duty is also payable later if the company increases its authorised capital. For every other statutory cost, see the guide to Registration cost and government fees.

What is Karnataka professional tax and who pays it?

Professional tax is a state tax on professions, trades and employment. Karnataka levies it under the Karnataka Tax on Professions, Trades, Callings and Employments Act, 1976, administered by the Commercial Taxes Department (pt.kar.nic.in).

Who What applies
The company itself Enrolment and a fixed yearly payment, commonly ₹2,500
Directors Generally enrolment and a yearly payment in their own capacity
Employees The employer deducts tax from salaries of ₹25,000 or more a month — ₹200 a month, with ₹300 in February — and pays it to the state

Employers must register, deduct, deposit by the monthly due date and file returns. The salary threshold was raised to ₹25,000 a month in 2023, and rates can change again, so check the department's site for the current schedule and due dates.

Do you need Shop and Establishment Registration in Bangalore?

In most cases, yes. Offices, shops and commercial establishments in Karnataka are covered by the Karnataka Shops and Commercial Establishments Act, 1961. An establishment generally applies for Registration within 30 days of starting operations, online through the state's e-Karmika portal. The fee depends on the number of employees, and the certificate must be renewed. The Act also governs working hours, holidays and leave, and the state has updated it in recent years, so check current rules on the Labour Department portal.

How does GST Registration in Bangalore work?

GST Registration is a separate, free online application on the GST portal. A Karnataka GSTIN begins with 29, the state code. After Registration, the business is administered either by the Karnataka Commercial Taxes Department or by the Central GST authority, as allocated by the system.

A new Bengaluru company does not need GST Registration on day one unless the law requires it — for example, on crossing the turnover threshold, or for most inter-state sales of goods — or it chooses to register voluntarily, which many B2B startups do because their customers want GST invoices. See Who must register for GST? and Documents for GST Registration.

Can you register a Bangalore company without being in Bangalore?

Yes. Every step is online. A founder living in another city, or even abroad, can register a company with a Bengaluru registered office, provided the address is genuine and documented with a utility bill and the owner's no-objection certificate. Co-working spaces are common in Bengaluru and are acceptable if they provide proper documents. The chapter Registered office: which address can you use? explains what works.

SPICe+ does need certification by a practising Chartered Accountant, Company Secretary or Cost Accountant, who can be based anywhere in India. Location matters less than qualifications; CA or CS: who does what for your company? explains how to verify one.

Bangalore at a glance

Item Karnataka position
Incorporation Online via SPICe+, processed by the CRC
Jurisdictional ROC ROC Bengaluru (whole of Karnataka)
Stamp duty Set by Karnataka; revised upward from February 2024; computed in SPICe+
Professional tax Yes — company, directors and salaried employees above the threshold
Shops and Establishments Registration within 30 days via e-Karmika
GST state code 29

The national post-incorporation duties — first board meeting within 30 days, Form INC-20A within 180 days, and annual filings — apply as everywhere; see The first 180 days. To compare cities, read Company Registration in Mumbai and Company Registration in Delhi.

Key takeaways

  • Company Registration in Bangalore is fully online via SPICe+; the CRC processes the incorporation.
  • ROC Bengaluru supervises companies across Karnataka; a new Regional Directorate at Bengaluru started in 2026.
  • Karnataka raised stamp duty on the MOA and AOA from February 2024; SPICe+ shows the exact amount before payment.
  • Plan for Karnataka professional tax for the company, directors and employees earning ₹25,000 or more a month.
  • Register under the Karnataka Shops and Commercial Establishments Act within 30 days of starting work.

Frequently asked questions

Which ROC handles companies registered in Bangalore?

The Registrar of Companies, Bengaluru, has jurisdiction over companies and LLPs with their registered office anywhere in Karnataka. The MCA's 2026 reorganisation did not split the Karnataka ROC, but it created a new Regional Directorate at Bengaluru for Karnataka, Kerala and Lakshadweep. New incorporations are processed centrally by the Central Registration Centre.

How is stamp duty for company incorporation worked out in Karnataka?

The Karnataka Stamp (Amendment) Act, 2023, in force from February 2024, raised stamp duty on several instruments, including the memorandum and articles of association of companies. The articles duty also rises with authorised capital. SPICe+ calculates the exact Karnataka stamp duty for your capital and shows it before payment, so you do not need to work it out yourself.

Who pays professional tax in Karnataka?

In Karnataka, companies and generally their directors enrol and pay a fixed yearly professional tax, commonly ₹2,500. Employers must also deduct professional tax from employees earning ₹25,000 or more a month, at ₹200 a month and ₹300 in February, and deposit it with the Commercial Taxes Department. Rates and due dates are notified by the state and can change.

Is Shop and Establishment Registration mandatory in Bangalore?

For most offices and shops, yes. The Karnataka Shops and Commercial Establishments Act, 1961 requires an establishment to apply for Registration, generally within 30 days of starting work, online through the e-Karmika portal. The fee depends on the number of employees and the certificate must be renewed. The Act also governs working hours, holidays and leave.

What is the GST state code for Karnataka?

The GST state code for Karnataka is 29, so every GSTIN issued to a business registered in Karnataka begins with 29. GST Registration is a separate online application on the GST portal with no government fee, and a new Bangalore company needs it only when its turnover or type of supply makes it compulsory, or if it chooses to register voluntarily.

Bhavik Hariyani

Who writes these lessons

Bhavik Hariyani - CS, Corporate Advisor, Author

Working with Startups since 2009 | 1,100+ PVT. LTD., LLP & OPC Companies Registered across sectors.

Contact: bhavik@hgcorporates.com