Private Limited Company Registration in India: step-by-step guide

Private Limited Company Registration in India is done fully online on the Ministry of Corporate Affairs (MCA) portal through one integrated web form called SPICe+. In short: get Digital Signature Certificates, choose and apply for a name, file SPICe+ with the e-MoA, e-AoA and linked forms, pay the fees and stamp duty, and receive a Certificate of Incorporation that also carries the company's PAN and TAN.

This step by step guide to Company Registration takes each stage in order, explains the terms you will meet on the way, and points out where founders most often get stuck. It covers the process as it stands in September 2026. Rules and forms do change, so always check the MCA portal before you file.

What do you need before you start?

Registration moves quickly when the basics are ready before you log in. A Private Limited Company (PVT. LTD.) needs:

• At least 2 directors, one of whom has stayed in India for at least 182 days in the financial year (the "resident director" rule).
• At least 2 shareholders (also called members or subscribers). The same two people can be both directors and shareholders.
• A registered office address in India, with a recent utility bill and, if the premises are not owned by the company, a no-objection certificate from the owner.
• Identity and address proof of every director and shareholder: PAN and Aadhaar for Indians; passport and overseas address proof for foreign nationals and many NRIs.
• A decision on capital: the authorised capital (the maximum value of shares the company may issue) and the paid-up capital (what shareholders actually put in). There is no minimum.

The Before You Register lessons cover these choices in detail, and the Private Limited Company lessons have a full documents checklist.

Step-by-step: how is a Private Limited Company registered?

Step	What happens	Where
1. Digital Signature Certificate	Each proposed director and subscriber gets a Class 3 DSC	Licensed Certifying Authority
2. Name check	Search existing company and LLP names and trademarks	MCA portal and IP India
3. Name application	Apply through RUN or SPICe+ Part A	MCA portal
4. SPICe+ Part B	Directors, capital, office, DIN, PAN and TAN details	MCA portal
5. Linked forms	e-MoA (INC-33), e-AoA (INC-34), AGILE-PRO-S (INC-35), INC-9	MCA portal
6. Sign, certify, pay	DSC signatures, professional certification, fees and stamp duty	MCA portal
7. Certificate of Incorporation	Issued with CIN, PAN and TAN	Central Registration Centre

Step 1: Get Digital Signature Certificates (DSC)

A Digital Signature Certificate is the electronic equivalent of your handwritten signature. Every MCA form is signed with one. Each proposed director and each subscriber to the Memorandum and Articles needs a Class 3 DSC issued by a Certifying Authority licensed by the Controller of Certifying Authorities. Verification is usually done online through Aadhaar or PAN, a mobile OTP and a short video. Make sure the name on your PAN and Aadhaar match exactly — a mismatch is the most common cause of delay at this stage.

Step 2: Check the name before you apply

The company name must not be identical or too similar to an existing company, LLP or registered trademark, and certain words (such as Bank, Insurance or National) need prior approval. Search the MCA company and LLP name database and the IP India trademark search first. Remember that MCA name approval is not brand protection — the Trademark Registration lessons explain why.

Step 3: Apply for the name — RUN or SPICe+ Part A

You have two routes:

• RUN (Reserve Unique Name): a separate name application with a government fee of ₹1,000, useful if you want the name confirmed before preparing the rest.
• SPICe+ Part A: apply for the name as the first part of the incorporation form itself, with no separate name fee.

Once approved, the name for a new company is reserved for 20 days, and the rest of the incorporation form must be filed within that window.

Step 4: Fill SPICe+ Part B

SPICe+ stands for Simplified Proforma for Incorporating Company Electronically Plus (form INC-32). Part B captures the registered office address, the authorised and subscribed capital, details of subscribers and directors, and the company's main business activity. It also does several things in one go:

• allots a Director Identification Number (DIN) to up to three proposed directors who do not already have one;
• applies for the company's PAN (Permanent Account Number) and TAN (Tax Deduction and Collection Account Number);
• links to the other forms listed in the next step.

Step 5: Prepare the linked forms

Along with SPICe+, you file:

• e-MoA (INC-33): the Memorandum of Association — the company's charter, including its objects (what business it will do) and capital.
• e-AoA (INC-34): the Articles of Association — the internal rules on shares, directors and meetings.
• AGILE-PRO-S (INC-35): applications for EPFO and ESIC Registration, profession tax Registration in some states such as Maharashtra, Shops and Establishment Registration in some states, opening the company's bank account and, optionally, a GSTIN.
• INC-9: declarations by subscribers and first directors, generated by the system and signed digitally, along with each director's consent to act.

Step 6: Sign, certify and pay

Every subscriber, director and witness signs with their DSC. SPICe+ must also be certified by a practising professional — a Chartered Accountant, Company Secretary or Cost Accountant — who confirms that the documents and details have been verified. You then pay the MCA fees and the state stamp duty online. For authorised capital up to ₹15 lakh there is no MCA filing fee for incorporation, but stamp duty is still payable and varies by state. The full breakdown is in our post on Private Limited Company Registration cost.

Step 7: Receive the Certificate of Incorporation

The application is processed by the Central Registration Centre (CRC) of the MCA. If something is wrong, the form is marked for resubmission with a list of defects, and you correct and resubmit it within the time allowed. When approved, the company receives its Certificate of Incorporation, showing its Corporate Identity Number (CIN), along with its PAN and TAN. From this date the company legally exists.

How long does Private Limited Company Registration take?

There is no fixed statutory timeline. When DSCs are ready, the name is clean and documents match, the MCA commonly processes an application within a few working days to two or three weeks. Most delays come from four things:

1. name rejections because of similarity with an existing company or trademark;
2. mismatched names, dates of birth or addresses across PAN, Aadhaar and the form;
3. an unclear or outdated utility bill for the registered office;
4. foreign or NRI documents that are not properly notarised and apostilled.

What happens right after incorporation?

Registration is the start, not the finish. A few deadlines begin on the date of incorporation:

• First board meeting within 30 days.
• First auditor appointed by the board within 30 days.
• Form INC-20A (declaration for commencement of business) within 180 days, confirming that subscribers have paid for their shares.
• GST Registration once turnover crosses ₹40 lakh for goods or ₹20 lakh for services (lower in some special category states), or earlier in specified cases such as inter-state supply of goods. See the GST Registration lessons.
• DIR-3 KYC for every director once every three financial years, due by 30 June.

The Life After Registration lessons walk through the monthly, quarterly and yearly calendar.

Is a PVT. LTD. the right structure for you?

Before filing, be sure a Private Limited Company is the right fit. It suits founders who want limited liability, plan to raise equity funding or issue ESOPs, and are ready for a yearly audit and ROC filings. If you will not raise outside equity, an LLP may give limited liability with lighter compliance; if you are alone, a One Person Company may suit you. Compare them side by side on our PVT. LTD. vs LLP vs OPC comparison page, or read the LLP lessons and the OPC lessons.

Key takeaways

• Private Limited Company Registration is done online through SPICe+ on the MCA portal.
• Get DSCs first, check the name against companies and trademarks, then file SPICe+ with the e-MoA, e-AoA, AGILE-PRO-S and INC-9.
• DIN, PAN and TAN come through the same application; the Certificate of Incorporation carries the CIN, PAN and TAN.
• Most delays come from name rejections and mismatched documents, not from the MCA itself.
• Deadlines start at incorporation: first board meeting and auditor within 30 days, INC-20A within 180 days.