Registering a company in India used to involve visiting multiple government departments and waiting months for approvals. Now, the Ministry of Corporate Affairs (MCA) has streamlined the entire process into a single web form called SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus).
This single form handles name reservation, incorporation, PAN, TAN, EPFO, ESIC, and even opening a corporate bank account. Here is exactly what you need to do to start a Private Limited Company.
What You Need Before You Start
A Private Limited Company requires a minimum of two directors and two shareholders (the directors and shareholders can be the same two people).
Keep these documents scanned and ready for all directors:
- PAN card
- Aadhaar card or Passport
- Recent bank statement or utility bill in the director's name (not older than two months)
- Passport-sized photograph
- Email ID and Mobile number (not previously registered on the MCA portal)
For the Registered Office Address, you need:
- Rent agreement or property deed
- Recent electricity bill, water bill, or property tax receipt
- No Objection Certificate (NOC) from the property owner allowing the premises to be used as a registered office.
Step 1: Get a Digital Signature Certificate (DSC)
Because the entire MCA process is paperless, you cannot sign forms with a physical pen. You need a Class 3 Digital Signature Certificate (DSC) for all directors and subscribers of the company.
- Purchase a DSC from a Certifying Authority like eMudhra, Sify, NSDL, or VSign.
- Complete the video KYC verification required by the agency.
- The agency will courier a physical USB token to you. This token contains your digital signature.
- Cost: Expect to pay between ₹1,000 and ₹2,500 per director for a DSC with two-year validity.
Step 2: Apply for Name Approval (SPICe+ Part A)
Your company name must be unique and comply with the Companies Act (it cannot resemble an existing company or registered trademark).
- Go to the MCA portal (V3) and create a user account.
- Navigate to MCA Services > Company e-Filing > SPICe+.
- Select Part A. This section is strictly for reserving your company name.
- Submit two proposed names in order of preference, along with a brief description of your main business objective.
- Pay the government name reservation fee of ₹1,000.
The MCA will review the names. If approved, the name is reserved for you for 20 days.
TIP
Before applying, use the MCA's "Check Company Name" tool and the IP India Trademark registry search to ensure your proposed name is not already taken.
Step 3: Fill out the Incorporation Form (SPICe+ Part B)
Once your name is approved, proceed to Part B of the SPICe+ form. This is a comprehensive application where you detail your company structure, authorized capital, and director information.
The SPICe+ form is integrated with the AGILE-PRO-S form, meaning one submission handles multiple registrations:
- Company Incorporation Certificate (CIN)
- Director Identification Number (DIN) for new directors
- Permanent Account Number (PAN)
- Tax Deduction Account Number (TAN)
- Employee Provident Fund (EPFO) registration
- Employee State Insurance (ESIC) registration
- Goods and Services Tax (GSTIN) registration
- Professional Tax registration (mandatory for states like Maharashtra and Karnataka)
- Opening of a Corporate Bank Account (you select your preferred bank from a dropdown list)
Step 4: Draft the MOA and AOA
Next, you must draft the Memorandum of Association (MOA) and Articles of Association (AOA). These are the constitutional documents of your company. The MOA defines your company's business objectives, while the AOA defines internal rules and regulations.
You draft these electronically on the MCA portal using the e-MOA (INC-33) and e-AOA (INC-34) forms. All subscribers (shareholders) must digitally sign these forms using their USB DSC tokens.
WARNING
A practicing professional (CA, CS, or CMA) must also review and digitally certify your SPICe+ form and attachments before submission. You cannot bypass this professional certification requirement.
Step 5: Pay fees and submit
Upload the completed SPICe+ form, e-MOA, e-AOA, and AGILE-PRO-S along with the required PDF attachments to the MCA portal. Pay the required government fees and stamp duty online.
What will it cost? The government encourages startups by offering zero incorporation fees if your authorized capital is up to ₹15 lakh. However, you must still pay:
- PAN & TAN fees: ₹131
- State Stamp Duty: This varies drastically by state. For a company with ₹1 lakh capital, stamp duty is around ₹1,000 in Delhi, but over ₹10,000 in Punjab or Kerala.
- Professional Fees: The CA/CS who certifies your forms will charge a professional fee (typically ₹5,000 to ₹15,000).
Step 6: Get the Certificate of Incorporation
The Registrar of Companies (ROC) will review your application. If everything is correct, they will issue a Certificate of Incorporation (COI) containing your Corporate Identity Number (CIN). Your PAN and TAN will be printed on the certificate.
Your selected bank will contact you to complete KYC and activate your corporate bank account.
Real-world Timelines
| Action | Time Taken |
|---|---|
| DSC issuance and video KYC | 1-2 days |
| Name approval (Part A) | 2-3 days |
| Drafting documents and CA certification | 2-3 days |
| ROC approval and Incorporation Certificate | 5-10 days |
| Total time from start to finish | 10 to 15 days |
Common Mistakes
- Not checking trademarks: A name might be available on the MCA portal but registered as a trademark by someone else. The MCA will reject your name application if it conflicts with a registered trademark, wasting your ₹1,000 fee.
- Utility bill older than 2 months: The ROC strictly rejects address proofs (electricity bills, bank statements) that are older than 2 months from the date of filing.
- Inconsistent signatures: The signature on the PAN card must match the physical signature on the NOC and declarations.
Troubleshooting
My name application was rejected: The ROC will state a reason for rejection (e.g., "resembles existing company" or "too generic"). You are allowed one resubmission without paying the fee again. Provide two new names that are more distinctive.
The SPICe+ form shows validation errors: The MCA V3 portal is notoriously buggy. If the form fails validation despite correct data, clear your browser cache, try using Microsoft Edge, or re-attach your DSC token. Do not leave the form idle for too long, or the session will time out without saving.
I got my incorporation certificate, but no PAN card: The physical PAN card is dispatched by NSDL/UTIITSL to your registered office address a few weeks after incorporation. However, the PAN number is printed on your Certificate of Incorporation, which is sufficient to open your bank account and start invoicing.
Related Guides
- How to Register for MSME Udyam Certificate
- How to Apply for GST Number Online
- How to File a Nil GST Return
Need more help?
For more financial guides and tools, estimate GST on invoices with our GST Calculator or visit the MCA website.