How to Register a Private Limited Company in India

What a private limited company is

A private limited company is a separate legal person registered with the Registrar of Companies. Subscribers become members, directors run the board, and the obligations of the business sit with the company. Member liability is limited in the ordinary case the Companies Act describes. That limit does not erase a personal guarantee, and it does not excuse a director from duties the Act places on the office. The company also restricts how shares may be transferred and limits how many members it may have. The counting rules live in the definition. Read that definition if the member list is growing.

Choose this vehicle when you want share capital, a board, and an ownership record that a later investor can join by taking shares. If an LLP is still on the table, compare the two in before anyone pays a fee. Registration itself is done on the Ministry of Corporate Affairs portal. The live service on that portal is the source for the form name, the attachment list, and the fee.

Decide the people and the office before you open the portal

Write the company class, the state of the registered office, and the proposed name before you create a login distraction. A private company that is not a one person company is formed with at least two subscribers and at least two directors. At least one director must meet the residency test in the Companies Act. Read the day-count in the current text. A one person company is a different class on the same portal, with its own subscriber pattern. Pick the class on purpose.

Match identity and address proof to the attachment list on the form you will actually file. Directors sign MCA filings with a digital signature, so obtain that signature before the incorporation day, not after the portal rejects the upload. If a subscriber lives outside India, use the non-resident attachment list on the live form. Agree authorised capital and the shares each subscriber will take. Stamp duty, where it applies, is computed on the MCA fee screen from the state and the capital you entered. Read that screen on the day you pay. A figure from another state is not your figure.

The registration sequence

Keep this order. Reserve the name. File the incorporation set. Receive the corporate identity number. Track PAN and TAN until both arrive. Open the bank account in the company name. Hold the first board meeting and start the statutory registers. Decide GST against GST law. Build the annual calendar from MCA, not from memory. Invoicing in a founder personal name while the form sits pending leaves that money outside the company you are creating.

Name reservation

Search and reserve the name on the MCA service provided for that step. The portal objects to names that are identical or too close to an existing company or LLP, and it may stop words that need a regulator approval. A name that clears MCA can still collide with a trademark. A trademark search is a different registry, and this note does not complete it. A reservation has a life. If it lapses before incorporation is filed, reserve again. Confirm the reservation service and its validity note on mca.gov.in.

Incorporation filing and the corporate identity number

The incorporation filing carries the memorandum, the articles, subscriber and director particulars, registered-office particulars the form requires, and the declarations listed on that form. The linked incorporation set on MCA has commonly been labelled SPICe+. Confirm the label on your screen before you treat any guide as current. When the Registrar approves, the company receives a corporate identity number. Download the certificate and the approved charter into the statutory file. The fee, including any stamp component, is the amount on that payment screen.

PAN, TAN, the bank, and the first board

PAN and TAN have been requested inside the incorporation workflow that MCA links to the income-tax system. Confirm that the form you are filing still carries those requests, and keep every acknowledgement until both numbers are in the file. Banks typically ask for the certificate of incorporation, PAN, the charter, and a board resolution that names signatories. Open the account in the company name. Money that lands in a founder savings account is not company capital and will not read cleanly when the first accounts are drawn.

Hold the first board meeting and write minutes a stranger could follow. Record the directors, the registered office, authority to operate the bank, and the opening of registers for members and directors. If the board appoints the first auditor, intimate that appointment on the MCA auditor form. Practitioners look up ADT-1 for this intimation. The filing window is on the form help. Copy it from mca.gov.in, not from a forwarded message. practises this path from resolution to upload.

GST comes after the company exists

GST registration follows GST law. It is not a souvenir of incorporation. The incorporation screen may offer a linked GST application. Use that link only after you have decided the company must register or has chosen to register. Read and the questions on the GST portal. A company can be fully incorporated and still be outside GST for a time, or it can be liable from the first supply. Those are different facts. Do not print a GSTIN on an invoice until registration is approved.

A practical scenario

Meera and Arjun want a software services company in Hyderabad. They are the only subscribers and the only directors, and one of them meets the residency test. Three proposed names fail the MCA similarity check. They reserve a fourth, file incorporation against a rented office they can evidence, and send no client invoice while the form is pending. When the corporate identity number and PAN arrive, they open a current account and hold a board meeting that names two bank signatories and notes the registered office.

They decide GST for the next quarter from the portal rules, using their own expected supplies, not a friend company that already had a GSTIN. Annual work waits in . The wider filing map is . People who want this as desk work, rather than as a one-time founder task, can see the career shape in .

Checklist before you file

1. Confirm on mca.gov.in that the name-reservation service and the incorporation service are the ones on screen today. 2. Fix the company class, the state, the registered office, and the proposed name. 3. List every subscriber and director and match identity proof to the live attachment list. 4. Read the residency test for at least one director. 5. Enter capital from the subscribers decision, then read the fee and stamp line on the MCA screen. 6. After approval, store the certificate, PAN, TAN, and bank papers in one file. 7. Hold the first board meeting and open the registers before the first company invoice. 8. Schedule annual filings only after you build and copy each date from MCA.