What you need
- At least 2 directors and 2 shareholders (the same people can be both). At least one director must be resident in India.
- A registered office address in India, with proof.
- No minimum capital. The MCA filing fee is nil for authorised capital up to Rs 15 lakh; stamp duty depends on your state.
- Typical total cost: roughly Rs 7,000 to 25,000 including DSCs and a professional's fee (varies by state and provider).
Step by step
- DSC for every director and subscriber, from a licensed provider on cca.gov.in (licensed DSC providers).
- Name reservation - SPICe+ Part A on mca.gov.in. Check trademarks on ipindia.gov.in (trademarks) and give 2 options.
- SPICe+ Part B on mca.gov.in: company details, directors (DIN for up to 3 new directors is allotted here), capital, address.
- e-MOA and e-AOA (the company's objectives and rules), filed with SPICe+.
- AGILE-PRO-S form, filed with SPICe+: applies for GST (optional), EPFO, ESIC, professional tax (some states) and a bank account.
- Certificate of Incorporation with CIN, PAN and TAN is issued by the Registrar of Companies.
Right after incorporation (do not skip)
| What | When | Where |
|---|---|---|
| Open the bank account and deposit share money | Immediately | Your bank |
| Board appoints the first auditor | Within 30 days | Board resolution (your CS/CA will advise on any form to file) |
| Commencement of business (INC-20A) | Within 180 days | mca.gov.in |
| Issue share certificates | Within 60 days | Company records |
| First board meeting | Within 30 days | Minutes in company records |
Every year (compliance)
- Accounts audited by a CA (audit is compulsory for every company, even with zero sales).
- At least the minimum number of board meetings, and the annual general meeting (AGM).
- AOC-4 (financial statements) and MGT-7 / MGT-7A (annual return) on mca.gov.in, after the AGM.
- Director KYC (DIR-3 KYC) as required by MCA - check the current frequency.
- Income tax return (ITR-6) on incometax.gov.in, TDS returns on tdscpc.gov.in (TDS - TRACES) if you deduct TDS, GST returns if registered.
Problems you may face, and the fix
| Problem | Fix |
|---|---|
| Name rejected again and again | Use a unique made-up word plus what you do (for example "[YourWord] Learning Pvt Ltd"); avoid names close to existing companies or trademarks. |
| Form sent back for resubmission | Read the ROC remark carefully, fix only that point, and resubmit within the time given. |
| Director name differs across PAN, Aadhaar and DSC | Make them identical first - this is the most common cause of rejection. |
| INC-20A forgotten | File it with the late fee quickly; without it the company cannot legally start business and may be struck off. |
| Huge late fees after 1-2 years | Late fees on MCA forms add up per day. Set calendar reminders, or hire a CA/CS for yearly compliance. |
Lesson learned
SPICe+ makes registration a single online process - but a Pvt Ltd comes with yearly audit and filings, so plan for them from day one.
Frequently asked questions
How many directors are required for a Private Limited company?
At least two, and at least one must be resident in India. A One Person Company needs only one.
Is audit compulsory for a Private Limited company?
Yes, every company must have its accounts audited by a Chartered Accountant every year.
Last checked: November 2026. General information only, not legal or tax advice.