Company Registration in Kolkata: ROC Kolkata, stamp duty and local rules
In short
Company Registration in Kolkata is fully online via SPICe+. The company comes under ROC Kolkata-I or Kolkata-II, pays a flat West Bengal stamp duty of ₹360 and follows state professional tax rules.
Company Registration in Kolkata is done entirely online through the SPICe+ form on the Ministry of Corporate Affairs (MCA) portal; there is no office to visit. What makes Kolkata different is local: since February 2026 the city has two Registrars of Companies, West Bengal charges a small flat stamp duty on the MOA and AOA, and there are West Bengal rules to follow after incorporation, such as professional tax and the Shops and Establishments Act.
This guide explains those local pieces in plain language. For the national process, start with the pillar guide How to Register a Company in India, then come back here for the Kolkata and West Bengal details. Rules and rates below are as of October 2026.
Is Company Registration in Kolkata different from the rest of India?
The core process is the same everywhere in India. A Private Limited Company (PVT. LTD.), One Person Company (OPC) or Limited Liability Partnership (LLP) is registered under central law — the Companies Act, 2013 or the LLP Act, 2008 — on the same MCA portal, using the same forms. The incorporation application itself is processed centrally by the Registrar of Companies at the Central Registration Centre (CRC), which issues the Certificate of Incorporation for companies across the country.
Three things do depend on your registered office being in Kolkata:
- Which Registrar of Companies (ROC) supervises the company after incorporation.
- Stamp duty on the Memorandum of Association (MOA) and Articles of Association (AOA), which is a state tax.
- State Registrations, such as professional tax and Shop and Establishment Registration.
The step-by-step lessons for each structure are in the PVT. LTD. Registration guide, the LLP Registration guide and the OPC Registration guide.
Which ROC covers a company registered in Kolkata?
The Registrar of Companies (ROC) is the MCA office that keeps a company's records, examines its filings and acts on defaults. Until early 2026, a single ROC Kolkata covered the whole of West Bengal. The MCA reorganised its offices with effect from 16 February 2026 (PIB release) and split it into two, both located in Kolkata:
| ROC | Area covered |
|---|---|
| ROC Kolkata-I | Kolkata district and the State of Sikkim |
| ROC Kolkata-II | The rest of West Bengal (every district except Kolkata) |
The dividing line is the district, not the postal address. A registered office in Park Street, Dalhousie or Ballygunge (Kolkata district) comes under ROC Kolkata-I. An office in Salt Lake (Bidhannagar) or New Town, which are in North 24 Parganas district, or in Howrah, comes under ROC Kolkata-II, even though people think of these as part of greater Kolkata. Check the district on your address proof, and confirm the current jurisdiction on the MCA portal.
One practical point: because the two ROCs now have separate areas, moving the registered office from, say, Salt Lake to Park Street is a move between ROCs within the same state. That needs the Regional Director's confirmation, not just an address-change filing.
How much is stamp duty on the MOA and AOA in West Bengal?
Stamp duty is a tax the state charges on legal documents. West Bengal charges a flat amount that does not depend on capital:
| Document | West Bengal stamp duty |
|---|---|
| Memorandum of Association (MOA) | ₹60 |
| Articles of Association (AOA) | ₹300 |
| Increase in authorised capital later | No stamp duty under the MCA's e-stamp schedule |
So a company with ₹10 lakh or ₹1 crore of authorised capital pays the same amount, unlike Gujarat, which charges 0.5% of authorised capital on the AOA.
You do not have to buy stamp paper. SPICe+ computes the West Bengal stamp duty, and you pay it online with the MCA fees; the e-stamp certificate becomes part of the company's records. The guide to Registration cost and government fees lists every statutory cost.
What address can you use as a registered office in Kolkata?
Every company needs a registered office in India where it can receive official letters. In Kolkata this can be a rented or owned office, a home (yours or a family member's) or a co-working space, as long as you have proof of address, such as a recent electricity bill, and a no-objection certificate from the owner. There is no rule that the address must be commercial. Later Registrations such as GST may involve a check of the premises, so the address must be genuine. The lesson Registered office: which address can you use? covers this in detail.
What state Registrations does a Kolkata business need after incorporation?
West Bengal professional tax
Professional tax is a tax on professions, trades and employment that the Constitution caps at ₹2,500 per person per year. West Bengal levies it under the West Bengal State Tax on Professions, Trades, Callings and Employments Act, 1979, administered by the state's Directorate of Commercial Taxes through the West Bengal professional tax portal. There are two parts:
| Certificate | Who needs it | What it involves |
|---|---|---|
| Enrolment Certificate | The company itself | A fixed yearly amount, within the ₹2,500 ceiling |
| Registration Certificate | The company as an employer, once it pays salaries | Deducting professional tax from salaries as per the state slabs, paying it monthly and filing returns |
Lower salaries are exempt and the monthly amount rises in steps with salary. Slabs and due dates are set by the state and do change, so check the current schedule on the portal before running payroll.
Shop and Establishment Registration
Offices and shops are covered by the West Bengal Shops and Establishments Act, 1963. Unlike Gujarat or Tamil Nadu, which require Registration only above a worker threshold, West Bengal generally requires a covered shop or commercial establishment to register even if it has few or no employees. The application is made online through the state labour department, and the certificate has to be renewed periodically, so note the renewal date when you receive it.
Other common ones
- GST Registration, when turnover or the type of supply requires it (see below).
- Trade licence (Certificate of Enlistment) from the Kolkata Municipal Corporation or the relevant municipality, which is commonly needed for businesses operating from premises in the city.
- EPF and ESI Registration, central schemes that apply once employee numbers cross their thresholds.
How does GST Registration in Kolkata work?
GST Registration in Kolkata is online on the GST portal, with no government fee. You apply with the company's PAN, directors' details, proof of the principal place of business and bank details. The GSTIN begins with 19, the state code for West Bengal. Each registered person is allotted for administration either to the West Bengal Directorate of Commercial Taxes or to the Central GST authority; you do not choose which.
A company does not need GST just because it is incorporated. It needs GST Registration when turnover crosses the threshold, or when the law makes it compulsory regardless of turnover, for example for most inter-state sales of goods. Read Who must register for GST? for the full rules.
Do you need "Company Registration near me" in Kolkata?
Many founders search for Company Registration near me, expecting to visit an office. In reality, every step — name approval, Digital Signature Certificate (DSC), SPICe+, PAN, TAN and GST Registration — is done online. A founder living in Siliguri, Bengaluru or abroad can register a Kolkata company without visiting Kolkata. Location matters for the registered office address, the ROC and state rules, not for who files the forms.
What does matter is that SPICe+ must be certified by a practising professional — a Chartered Accountant, Company Secretary or Cost Accountant. If you engage one, check their membership on the official institute website and understand exactly what they will file. CA or CS: who does what for your company? explains the difference.
What does the first year look like for a Kolkata company?
- Open the bank account and deposit the share subscription money.
- Hold the first board meeting within 30 days and appoint the first auditor.
- Enrol for West Bengal professional tax, and complete Shop and Establishment Registration and the trade licence.
- File Form INC-20A (commencement of business) within 180 days of incorporation.
- Apply for GST Registration when required.
- Prepare for the first AGM and annual filings with ROC Kolkata-I or Kolkata-II.
Company Registration in other cities
- Company Registration in Mumbai
- Company Registration in Delhi
- Company Registration in Bangalore
- Company Registration in Pune
- Company Registration in Hyderabad
- Company Registration in Chennai
- Company Registration in Ahmedabad
- Company Registration in Lucknow
- Company Registration in Noida
- Company Registration in Jaipur
- Company Registration in Kochi
Key takeaways
- Company Registration in Kolkata is fully online through SPICe+; incorporation is processed centrally by the CRC.
- Since 16 February 2026, Kolkata district (and Sikkim) comes under ROC Kolkata-I, and the rest of West Bengal, including Salt Lake, New Town and Howrah, under ROC Kolkata-II.
- West Bengal charges a flat ₹60 on the MOA and ₹300 on the AOA, whatever the capital, paid through SPICe+.
- After incorporation, plan for West Bengal professional tax (enrolment and employer Registration), Shop and Establishment Registration and the municipal trade licence.
- GST Registration is online and free (GSTIN starts with 19) and is needed only when turnover or the nature of supply requires it.
Frequently asked questions
Which ROC handles a company registered in Kolkata?
Since 16 February 2026, the old ROC Kolkata has been split in two. ROC Kolkata-I covers Kolkata district and Sikkim, while ROC Kolkata-II covers every other district of West Bengal. So an office in Park Street falls under Kolkata-I, but one in Salt Lake, New Town or Howrah falls under Kolkata-II. New incorporations are still processed centrally by the Central Registration Centre.
What is the stamp duty for company incorporation in West Bengal?
West Bengal charges a flat stamp duty of ₹60 on the Memorandum of Association and ₹300 on the Articles of Association, whatever the company's authorised capital, and the MCA's e-stamp schedule shows no stamp duty on a later increase in authorised capital. SPICe+ calculates the duty and you pay it online with the MCA fees, so no physical stamp paper is needed.
Do I need to visit an office for Company Registration in Kolkata?
No. Company Registration in Kolkata is completed online on the MCA portal through SPICe+, using Digital Signature Certificates, and you do not visit either ROC. You need a genuine registered office address with proof such as an electricity bill and the owner's no-objection certificate, and a practising CA, CS or Cost Accountant must certify the form before it is filed.
Is professional tax compulsory for a private limited company in West Bengal?
Generally yes. Under the West Bengal State Tax on Professions, Trades, Callings and Employments Act, 1979, a company usually needs an Enrolment Certificate for its own yearly tax, within the constitutional ceiling of ₹2,500, and a Registration Certificate as an employer once it pays salaries. Both are handled online on the state professional tax portal, wbprofessiontax.gov.in.
Does a Kolkata company need Shop and Establishment Registration?
Usually yes. The West Bengal Shops and Establishments Act, 1963 generally requires a covered shop or commercial establishment to register even if it has few or no employees, unlike states that set a 10-worker threshold. The application is made online through the state labour department and the certificate must be renewed periodically. Many Kolkata businesses also need a trade licence from the municipal corporation.
