Private Limited (Pvt Ltd) Company Registration Online in India

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Find the best plan for your needs

Basic Plan

12,999
+GST

✓ Company Name Approval

✓ DIN for 2 Directors

✓ DSC for 2 Directors

✓ Company Incorporation Certificate

✓ AOA & MOA

✓ Company E-PAN & E-TAN

✓ Company Master Data

✓ Current Account Opening Support

✓ Electronic Certificate Delivery

 

Standard Plan

15,499
+GST

Basic Plan
+

✓ MSME/Udyam Registration

✓ INC-22 Filing

✓ Issuance of share certificates

✓ Hard Copy Certificate Delivery

Premium Plan

26,499
+GST

Standard Plan
+

✓ Auditor Appointment

✓ INC 20 A Filing

✓ Trade License

✓ Shops & Establishment License

✓ GST Registration

✓ Business Letterhead(10 copies)

✓ Company Seals

 

Private limited company registration- an overview

In India, a Private Limited Company is a popular business structure, characterized by its private ownership. It requires a minimum of two and a maximum of two hundred members, with liability limited to the shares held by each member. This structure is known for its flexibility, perpetual existence, and ease of raising capital, making it a preferred choice for many entrepreneurs and startups.

 

Private Limited Companies in India are governed under the Companies Act, 2013, and must adhere to stringent regulatory compliances including annual filings and audits. Their structure allows them to enjoy benefits such as tax advantages, limited liability, and an enhanced professional image, aiding in business credibility and growth.

Minimum Requirements of Pvt Ltd Company Incorporation

As Per Company Act 2013, there are Minimum Requirements That Need to be met For Pvt Ltd Company Incorporation in India.

Minimum 2 Directors

Unique bussiness Name

At least one director should be the resident of india

Registered office address

Why opt for a Private Limited Company?

“Unlocking Your Business Potential with Private Limited Company Formation

Limited Liability
Separate Legal Entity
Ease of Raising Capital
Better Governance & Management
Perpetual Succession
Enhanced Credibility
Limited Liability

Protects personal assets from business debts and losses.

Separate Legal Entity

Operates independently from its owners and management.

Ease of Raising Capital

Attracts investors through share issuance and other means.

Better Governance & Management

Structured processes improve operation and decision-making.

Perpetual Succession

Ensures company continuity regardless of changes in ownership.

Enhanced Credibility

Instills trust among stakeholders, aiding in business growth.

Required Documentation for Pvt Ltd Company Incorporation

Identity & Address of Directors

Registered Premises Documentation

Scanned Copy of Aadhaar/Driving License/Passport/Voters Identity Card

Copy of Recent Utility Bills (Not Older Than Two Months)

Scanned Copy of Recent Utility or Bank Statement

Scanned Notarized Rental Agreement (English Version)

Digital Passport-Size Photo

Scanned No-Objection Certificate from Property Owner

Email ID & Phone Number

Scanned Copy of Sale/Property Deed in English (For Owned Property)

Additionally, PAN card, DIR-2, & specimen signature are mandatory documents for company incorporation.

Private Limited Company Incorporation Process

 Private Limited Company Formation Made Easy

Reserving the Company Name is a critical step in the incorporation process

Process:

RUN Service (Reserve Unique Name): File an application in Form SPICe+ Part A for the reservation of the name.

Options: You can propose a maximum of two names at a time.

Guidelines: The name should be unique and not similar to any existing companies or trademarks.

Reservation Validity: The name reserved for the company is valid for a period of 20 days starting from the date it receives approval.

Description: The Second step is to obtain a Digital Signature Certificate (DSC) for the proposed Directors of the company. DSC is necessary for electronically signing the e-forms of company incorporation.

Process: DSC can be obtained from government-recognized certifying agencies. The applicant needs to provide a self-attested copy of their identity and address proof.

Validity: DSCs are typically valid for one to three years and can be renewed.

Following the successful reservation of the company name and acquisition of DSCs, the actual incorporation process begins. This procedure is detailed and requires careful attention to ensure compliance with all regulatory requirements.
Preparation or Drafting of Initial Documents

The foundation of a smooth incorporation process begins with the preparation of crucial documents:

DIR-2 (Consent to Act as Director): A formal declaration by individuals agreeing to serve as directors, outlining their consent and commitment to undertake the roles and responsibilities.

Specimen Signature Card: A verification tool for the Registrar of Companies (RoC) containing the signatures of the company’s proposed signatories for authentication purposes.

Drafting Memorandum of Association (MoA) and Articles of Association (AoA)

Once the initial documents are in place, the focus shifts to drafting two of the most crucial documents for any company:

Memorandum of Association (MoA): This document outlines the scope of operations, objectives, and the framework within which the company operates. It defines the relationship between the company and the outside world.

Articles of Association (AoA): The AoA lays down the rules governing the internal management of the company, including the conduct of its business and the rights and responsibilities of its members.

These documents must be meticulously drafted to align with the company’s objectives and comply with regulatory requirements.

Filling Out SPICe+ Part B

With the foundational documents and the MoA and AoA ready, the next step involves filling out the SPICe+ Part B form. This critical form gathers comprehensive information necessary for the company’s incorporation, including:

      • Company name
      • Registered office address
      • Capital structure
      • Director and subscriber details

Filling this form accurately is essential as it forms the basis of the company’s legal identity.

Completing AGILE-PRO Form

Parallel to the SPICe+ Part B submission, the incorporation process also involves completing the AGILE-PRO form. This form ensures that the company is registered for:

      • Goods and Services Tax Identification Number (GSTIN)
      • Employees’ State Insurance Corporation (ESIC)
      • Employees’ Provident Fund Organisation (EPFO)
      • Professional Tax (PT)
      • Opening of a bank account

This step ensures that the company complies with various statutory requirements from the outset.

INC-9 Auto-Generation

The final step in the documentation process before submission is:

INC-9: Automatically generated based on the details provided in SPICe+ Part B, this form is a declaration by the subscribers and first directors, confirming their consent and details as submitted in the incorporation application.

Upon the successful submission of the forms and verification by the RoC, the company is issued a Certificate of Incorporation.
Certificate of Incorporation:

This is a crucial document, serving as proof that the company has been legally constituted and includes the Company Identification Number (CIN) along with the PAN and TAN issued to the company.

Key Post-Incorporation Forms INC 22   INC 20A ADT 1

After the incorporation of a Pvt Ltd Company in India, there are three mandatory filings that must be completed within 30 to 180 days of incorporation. These are crucial for compliance with the legal requirements under the Companies Act 2013

Notice for Situation of Registered Office (INC-22)

Purpose: INC-22 is filed to notify the Registrar of Companies (RoC) about the situation of the registered office or any changes to its location.

Deadline: Within 30 days of incorporation, if not filed with the SPICe form.

Declaration for Commencement of Business (INC-20A)

PurposeINC-20A is a declaration that the company has received the subscription money from the shareholders as stated in the MOA.

DeadlineWithin 180 days of the date of incorporation of the company.

Appointment of Auditors (ADT-1)

Purpose: Form ADT-1 is used by companies to inform the Registrar of Companies (RoC) about the appointment of an auditor.

Deadline: With in 30 days of incorporation, the Board of Directors should appoint the first auditors.

Final Documents after a Pvt Ltd Company Incorporation

Incorporation Certificate                                                               
Permanent Account Number (PAN) of the company         
Tax Deduction Account Number (TAN) of the Company 
Articles Of Association (AOA)                                                     
Memorandum Of Association (MOA)                                       
Direction Identification Number (DIN)                                     
Digital Signature Certificate (DSC)                                           
Company Master Data                                                                   

Post Incorporation Compliances for a Pvt Ltd Company

GST

Goods & Service Tax

GST registration in India is mandatory for businesses with annual turnover exceeding INR 40 lakhs for goods and INR 20 lakhs for services.

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7000+

Trade Licence

In India, trade license registration is mandatory for businesses to legally operate within municipal limits.

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Labour Licence

Shops & Establishment Licence

The Shops and Establishment License is required for businesses operating in India, regulated by state municipal acts.

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ROC Fillings

AOC-4, MGT-7, and then ADT-1.

Private limited companies in India must annually file financial statements and returns with the ROC to maintain compliance.

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Features of Various Business Entities

Features Company OPC LLP Partnership Firm Sole Proprietorship

Legal Structure & Regulatory Authority

Governed by the Companies Act; has a separate legal entity.

Governed by the Companies Act; a single-member entity.

Regulated by the LLP Act, a hybrid form combining elements of a private limited company and a partnership firm.

Governed by the Indian Partnership Act; not a separate legal entity.

Not a separate legal entity; owned by an individual.

Ownership

 

Owned by shareholders.

Owned by a single individual.

Owned by partners.

Owned by partners.

Owned by a single individual.

Min & Max Members

Public Company

Min: 3 Directors & 3 Shareholders


Private/Sec-8 Company

Min: 2 Directors & 2 Shareholders


Maximum

15 Directors &200 shareholders

Min & Max: 1 Mem

 

Min: 2 partners

Max: No maximum limit.

Min: 2 partners

max: 50 Partners

Single owner.

Liability Of Owners

Limited liability for shareholders.

Limited liability for the sole member.

Limited liability for partners.

Unlimited liability for partners.

Unlimited liability for the owner.

Formation Process & Time

Formal process involving MOA, AOA; time-consuming.

Simplified formation similar to a private company; less time-consuming.

Requires LLP Agreement; less formal than a company; moderate time.

Informal, created through a partnership deed; relatively quick.

Simplest form; no formal registration; quick.

Documentation

MOA, AOA, and various statutory documents.

Similar to a private company; fewer documents.

LLP Agreement, other required documents.

Partnership deed.

Minimal documentation.

Registration Cost & Compliance

Higher registration costs; extensive compliance.

Moderate registration costs; similar compliance to a private company.

Lower registration costs; lesser compliance than a company.

Relatively lower registration costs; moderate compliance.

Minimal registration costs; minimal compliance.

Common Seal Usage

Required and commonly used for official documents.

Optional, not mandatory.

Not required, often not used.

Not applicable, as partnership firms do not have a common seal.

Not applicable, as sole proprietors do not have a common seal.

Perpetual Succession

Has perpetual succession.

Perpetual succession maintained.

Has perpetual succession.

Does not have perpetual succession.

Does not have perpetual succession.

Management & Decision Making

Board of Directors and shareholders.

Sole member manages the company.

Partners or designated managers.

Partners collectively manage.

Sole proprietor makes decisions.

PAN

Company has its own PAN Number

OPC has its own PAN Number

LLP has its own PAN Number

Partnership firm has its own PAN Number

Use sole proprietor PAN number, no separate PAN required.

Brand Image

Corporate Professionalism

Independent Entrepreneurship

Collaborative Expertise

Joint Endeavors

Personalized Business

Priority In Tenders

Often enjoys higher priority in tenders due to its established corporate structure and credibility.

May have a moderate standing, with priority depending on the project and bidding conditions.

Tends to have moderate priority, influenced by the LLP's reputation and track record.

Priority varies, usually based on the partners' credentials and the firm's past performance.

Generally has lower priority, as tenders may favor entities with a more formal organizational structure.

Ease Of Loan

Generally has easier access to loans due to its separate legal entity status and established credit history.

May face challenges as it is a relatively new concept, and lenders may perceive higher risk.

Loan accessibility is moderate, dependent on the LLP's financial standing and partners' creditworthiness.

Access to loans can be limited, relying heavily on the partners' personal creditworthiness.

Limited access to loans, typically tied to the proprietor's personal credit history.

Employee Stock Options (ESOPS)

Commonly used for employee incentives.

ESOPs are permitted.

ESOPs are allowed but less common.

Limited use of ESOPs.

ESOPs are not applicable.

Foreign Direct Investment (FDI)

Generally allows FDI under specified conditions.

May be subject to FDI restrictions.

Permits FDI in sectors allowed by the government.

FDI regulations may apply.

Limited FDI options.

Compliance Requirements

More extensive compliance requirements.

Similar compliance requirements as a private company.

Lesser compliance requirements compared to a company.

Relatively fewer compliance requirements.

Minimal compliance requirements.

Statutory Audits

Mandatory statutory audit of financial statements.

Statutory audit is required.

Mandatory if the annual turnover exceeds a specified limit.

Not mandatory; partners may opt for an audit.

Statutory audit is not required unless prescribed by specific laws.

Income Tax Rates

Domestic Companies:

Turnover ≤   400cr : 25%

Turnover >   400cr : 30%

 

Foreign Companies: 40%

Plus Surcharge and Cess, Domestic/Foreign

Taxed at the same rates as companies.

Taxed at a flat rate of 30% (plus applicable surcharge and cess)

Taxed at a flat rate of 30% (plus applicable surcharge and cess)

Taxed at individual income tax rates (applicable slab rates for individual taxpayers)

Transferability Of Ownership

Shares can be transferred.

Ownership transfer is restricted.

Ownership transfer is possible with the consent of partners.

Transfer of partnership interest requires consent.

Ownership is not transferable.

Conversion Process

Can convert to LLP or OPC, subject to approvals.

Can convert to a private company.

Can convert to a private company, and vice versa.

Can convert to an LLP or company.

Can be converted into a company or LLP.

Dissolution Process

Winding up involves complex legal processes.
Winding up can be initiated voluntarily or by the Tribunal.

Winding up can be voluntary or through the National Company Law Tribunal (NCLT).

Can be dissolved based on the partnership agreement.

Can be closed easily without complex legal procedures.

How V Smart Auditor can help ?

Our expert team at V Smart Auditors is committed to making your private limited company incorporation process as seamless as possible. Here’s what you can expect when you choose us as your partner

  • Legal Requirements Guidance

    Provides expert advice on the statutory requirements for establishing a private limited company in India.

  • Document Preparation

    Assistance in preparing and filing all mandatory documents such as PAN card, DIR-2, and specimen signatures.

  • Registration Process

    Streamlines the registration process with the Ministry of Corporate Affairs to ensure timely and correct filing.

  • Business Advisory

    Offers strategic advice on business structure and compliance to optimize operations within legal frameworks.

  • Post-Incorporation Support

    Continues to support the business after incorporation with compliance and regulatory advice.

  • Customized Solutions

    Tailors services to meet the specific needs of your business, ensuring a personalized approach to incorporation.

Frequently Asked Questions

What is a Private Limited Company under Companies Act 2013?

A Private Limited Company is a legal business entity that limits the liability of its members and is regulated by the Companies Act, 2013.

What are the key features of a Private Limited Company?

Key features include limited liability, a minimum of 2 members, and the restriction on share transfer.

How do you form a Private Limited Company?

To form a Private Limited Company, you need to register it with the Ministry of Corporate Affairs (MCA), obtain a Director Identification Number (DIN), and follow the MCA's guidelines.

What is the minimum and maximum number of members required for a Private Limited Company?

 A Private Limited Company must have a minimum of 2 members and can extend up to 200 members.

Is there a minimum capital requirement for a Private Limited Company?

There is no minimum capital requirement for a Private Limited Company under the Companies Act 2013.

What is the concept of limited liability in a Private Limited Company?

Limited liability means that the shareholders' liability is restricted to the amount they have invested in the company, protecting their personal assets

What is the role of a Director in a Private Limited Company?

Directors are responsible for managing the company's affairs and making decisions on its behalf.

What is the process of obtaining a Director Identification Number (DIN)?

To obtain a DIN, an individual must apply online with self-attested documents and a photograph.

Can a Private Limited Company have foreign shareholders or directors?

Yes, foreign nationals, NRIs, and foreign entities can be shareholders and directors of a Private Limited Company.

What is the Memorandum of Association (MOA) in a Private Limited Company?

The MOA defines the company's objects, scope, and powers, outlining what the company can and cannot do.

What is the Articles of Association (AOA) in a Private Limited Company?

The AOA outlines the internal rules and regulations of the company, including management and operational procedures.

How is the Company's registered office address determined?

The registered office address is provided during incorporation and can be changed as needed, following proper procedures.

Can a Private Limited Company alter its name after incorporation?

Yes, a Private Limited Company can change its name through a special resolution and approval from the MCA.

What is the proces for appointing an auditor in a Private Limited Company?

An auditor must be appointed within 30 days of incorporation. The board of directors can select an auditor.

What are the annual compliances for a Private Limited Company?

Annual compliances include filing income tax returns, maintaining statutory registers, and conducting an annual general meeting.

How can one close or dissolve a Private Limited Company?

A Private Limited Company can be dissolved through a process known as striking off or voluntary winding up, as per the Companies Act 2013.

What is the tax rate for Private Limited Companies in India?

Private Limited Companies are taxed at 26%, plus applicable surcharges and cess.

Can a Private Limited Company enjoy benefits under the 'Startup India' initiative?

Yes, a Private Limited Company can avail benefits such as tax exemptions and IP protection under the Startup India initiative.

Is it mandatory for a Private Limited Company to appoint a Company Secretary?

Yes, a Private Limited Company must appoint a Company Secretary within a specific time frame.

Can shares of a Private Limited Company be freely traded on the stock market?

No, the shares of a Private Limited Company cannot be publicly traded on the stock market.

Can a Private Limited Company raise funds from the public through Initial Public Offerings (IPOs)?

No, Private Limited Companies cannot raise funds from the public through IPOs.

How can a Private Limited Company change its object clause as per the Companies Act 2013?

Changing the object clause requires passing a special resolution at a general meeting and obtaining approval from the National Company Law Tribunal (NCLT).

Are there any restrictions on the transfer of shares in a Private Limited Company?

Yes, there are restrictions on the transfer of shares, which must be outlined in the Articles of Association.

How long does it take to incorporate a Private Limited Company in India?

The process typically takes 15-20 days, provided all documents and applications are in order.

Is GST registration mandatory for a Private Limited Company?

GST registration is required if the company's aggregate turnover for services exceeds Rs. 20 lakhs or Rs. 10 lakhs in special category states. For exclusive goods supply, it's Rs. 40 lakhs.