Private Limited Company Registration in India

It is not compulsory: you can trade as a sole proprietor or a partnership firm without registering with the Registrar of Companies. Registration under the Companies Act, 2013 gives the business a separate legal person and limited liability, which neither of those has.

The Corporate Identity Number is the number the Registrar allots on incorporation and includes in the Certificate of Incorporation (Section 7(3)). Section 12(3)(c) requires it on the company’s letters, bills and notices with its name and registered office address. To check that a company is registered, search its CIN or name in View Company Master Data on mca.gov.in.

Authorised capital is the ceiling up to which the company may issue shares, stated in the capital clause of the memorandum (Section 4(1)(e)); paid-up capital is what shareholders have actually paid. Authorised capital sets the MCA fee above ₹15 lakh and, in most States, the stamp duty, and it can be increased later.

Several routes exist. A partnership firm or an LLP can convert into a company by filing Form URC-1 under Section 366, and a one-person company can become a private company at any time under Rule 6 of the Incorporation Rules. A private company can also become a public company under Section 14, as the comparison above shows.

Usually 7–10 working days from complete documents, longer if the CRC raises a query. The total is our professional fee of ₹2,499 plus GST, the government fees and stamp duty (about ₹503 for a Delhi company with ₹1 lakh capital), and a digital signature for each director and shareholder.

It is 182 days: Section 149(3) requires at least one director who stayed in India for 182 days or more in the financial year. The 120-day figure defines “resident in India” in Explanation I to Rule 3 of the Incorporation Rules, a rule about One Person Companies, and does not apply to this test. The other directors can be NRIs or foreign nationals.

A salaried person can be a director, because the Companies Act, 2013 does not bar it. Check the employment terms or service rules, which may forbid it (for example, for government servants), and note the duties every director owes under Section 166.

A DIN is the Director Identification Number, and no one can be appointed a director without one (Section 152(3)). SPICe+ allots up to three DINs at incorporation, so most founders need no separate application; a later director applies in Form DIR-3, and the DIN stays active through DIR-3-KYC filings (see Due Dates).

Incorporate with the three DINs SPICe+ allots, then add the others: each applies for a DIN in Form DIR-3 (fee ₹500). Where the articles allow, the board appoints them as additional directors who hold office until the next AGM, where the members decide (Section 161(1)); each appointment is reported in Form DIR-12.

Up to 20 companies at a time, of which no more than 10 may be public (Section 165(1)). Exceeding the limit costs ₹2,000 a day, up to ₹2 lakh (Section 165(6)), so check a proposed director’s existing positions before filing.

A significant beneficial owner is an individual who, through indirect holdings alone or with direct ones, has at least 10% of the shares, voting rights or distributable dividends, or exercises significant influence or control (Section 90(1)). The owner declares in Form BEN-1, and the company files BEN-2 within 30 days of receiving it.

An approved name is reserved for 20 days from approval under Rule 9, and you must file SPICe+ Part B within that time. To keep it longer, pay the Rule 9A extension fee before it expires (see Govt Fees); once it lapses, the name has to be applied for again in Part A.

A home can be the registered office, because Section 12 does not bar residential premises. The owner gives a no-objection certificate naming the company, with a utility bill not older than two months (MCA FAQ 41, 53); for a rented home, the landlord signs it.

AGILE-PRO-S registers the company with EPFO and ESIC and asks a bank to open its account, which the bank does on its own KYC checks (RBI KYC Directions, para 33). It includes profession tax only in Maharashtra, Karnataka and West Bengal and shops and establishment only in Delhi, so other States register separately; Udyam is separate.

The Central Registration Centre emails the deficiency, and you correct it and resubmit within the time it allows. Part A can be resubmitted once and Part B twice (MCA FAQ 59), so answer every point in one go; the name clock keeps running meanwhile.

Some words require approval: words linked to the Central Government under Rule 8B, and words such as Bank or Insurance that need the sector regulator’s consent (MCA FAQ 78, 79). A name that matches a registered trade mark needs the owner’s consent (MCA FAQ 77).

A private company that is not small must issue shares only in demat form and dematerialise all its securities within 18 months of the close of the first financial year at the end of which it is not small (Rule 9B, Prospectus and Allotment Rules). A small company is outside the rule.

A small company is a private company with paid-up capital up to ₹10 crore and turnover up to ₹100 crore (Section 2(85), limits from 1 December 2025). It may file the shorter annual return MGT-7A, hold one board meeting in each half of the calendar year, and pay at most half a penalty under Section 446B.

Only above a threshold: GST registration is compulsory once aggregate turnover crosses ₹20 lakh, or ₹10 lakh in four north-eastern States (Section 22, CGST Act); for goods-only suppliers, the threshold is ₹40 lakh in most States (Notification 10/2019-CT). Inter-State suppliers of goods register from the start, except small sellers using the e-commerce enrolment route.

The audit is compulsory even with no turnover: Section 139(1) applies to every company, with no threshold and no exemption for a dormant first year. The board appoints the first auditor within 30 days of incorporation (Section 139(6)).

It can, if it is not more than 10 years old, its turnover has not exceeded ₹200 crore in any year, and it works on innovation (G.S.R. 108(E), 2026). Deep-tech start-ups get 20 years and ₹300 crore; see Startup India recognition.