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SPICe+ Company Registration Timeline: What Actually Happens on Each Day (With Rejection Reasons)

H

HRA Research Desk

pvtltd.co

The Ministry of Corporate Affairs quotes 1–2 business days for SPICe+ registration. In practice, a clean incorporation with experienced support takes 8–12 business days. With a CRC resubmission, it takes 18–25. With a name conflict or an address deficiency, it can stretch to 30.

The difference is not paperwork volume — it is knowing what the Central Registration Centre (CRC) examiner looks for, what triggers a query or a resubmission, and how to eliminate those triggers before the application is filed.

This is a practitioner account of the actual sequence, not the government's process chart.

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Before Day 1: Decisions That Determine Your Timeline

The SPICe+ timeline is set before the form is opened. Three decisions made in advance account for the majority of delays:

1. Name reservation strategy

The SPICe+ Part A name reservation (RUN — Reserve Unique Name) now permits two proposed names. The CRC examiner applies the Companies (Incorporation) Rules, 2014 and the Trademark Registry database simultaneously. A name that is identical or similar to an existing trademark in the same class is likely to be flagged — even if no company by that name exists in the MCA database.

The safest names are coined words with the company's core activity embedded (e.g., "Arcavel Technologies" rather than "Digital Solutions"). Generic descriptors — "Enterprises," "Solutions," "Ventures" — trigger the highest rate of CRC queries because examiners require evidence that the name is truly distinctive.

2. Authorised capital and object clause alignment

The SPICe+ Part B asks for the main object of the company in the Memorandum of Association (MoA). The object clause must match the NIC code selected. An object clause that reads "to carry on the business of software development" paired with NIC code 6201 (Computer programming) will pass. The same object clause paired with NIC code 4759 (retail of furniture) will not. Mismatches between the stated objects and the NIC code are the second-most-common reason for resubmission.

3. Director documentation completeness

Each director requires a valid Digital Signature Certificate (DSC) before the SPICe+ form can be digitally signed. DSC issuance for Indian residents takes 1–3 days if the video KYC is completed promptly. For foreign nationals, the DSC requires apostilled or embassy-attested copies of identity and address proof, which can add 5–10 days.

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Day 0 (Pre-filing)

Obtaining DSCs for all directors and subscribers

A Class 3 DSC must be obtained from any MCA-empanelled Certifying Authority (CA issuing authority, not Chartered Accountant). The certificate is valid for 2 years and is the digital equivalent of a physical signature on government documents.

Required documents (Indian residents):

  • Self-attested PAN card copy

  • Self-attested Aadhaar card copy (for Aadhaar-based video KYC)

  • Passport-size photograph

  • Mobile number linked to Aadhaar for OTP verification

If an Aadhaar-based video KYC is unavailable (mismatched mobile number, non-resident, etc.), a physical submission process applies, which adds 3–5 business days.

DIN — Director Identification Number

For the first company a person will direct, the DIN is generated automatically as part of the SPICe+ process (Form DIR-3 is integrated into SPICe+ Part B). A person who already holds a DIN uses it directly. There is no need to pre-apply for a DIN separately for a first company.

PAN and TAN

PAN and TAN for the new company are applied for automatically as part of SPICe+ through AGILE-PRO-S (integrated with the GST, ESIC, EPFO and bank account opening form). The PAN is generated by NSDL/UTIITSL alongside the Certificate of Incorporation.

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Day 1: SPICe+ Part A — Name Reservation

The application is filed with two proposed names in order of preference. The CRC examiner reviews the application within 1–3 business days.

What the CRC examiner checks

CheckWhat triggers rejection or query
Uniqueness against MCA databaseName must not be identical or too similar to an existing company or LLP name
Trademark Registry cross-checkName identical to a live trademark in the same goods/services class
Prohibited words"Bank," "Insurance," "National," "Indian," "Government," etc. require prior approval from respective regulators under Rule 8, Companies (Incorporation) Rules 2014
Suffix alignmentA private limited company must end in "Private Limited" or "Pvt. Ltd."
Minimum distinctivenessSingle-word names that are purely descriptive or geographic are flagged
Numerical namesNames containing purely numerical sequences are not allowed

Possible outcomes on Day 1–3

OutcomeWhat happens next
Name approvedApproval notice generated; name is reserved for 20 days
Resubmission issuedExaminer raises a query; applicant has 15 days to respond or re-file
Both names rejectedApplication rejected; new names must be proposed

The 20-day validity of a reserved name is a hard deadline — if SPICe+ Part B is not filed within 20 days, the reserved name lapses and a fresh RUN application is needed.

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Day 2–3: Preparation of Incorporation Documents

While the name is pending or once it is approved, the following documents are drafted:

Memorandum of Association (MoA) — defines the company's objects, liability clause and the initial capital. The MoA must be in the format prescribed under Schedule I of the Companies Act, 2013 (Table A through Table E depending on company type). A private company with share capital uses Table B.

Articles of Association (AoA) — the internal governance document. Most private companies adopt the standard Table F of Schedule I with limited modifications, which is acceptable to the CRC.

Consent and declaration documents:

  • DIR-2 (consent to act as director) for each director

  • INC-9 (declaration by each subscriber and first director)

  • Proof of registered office: rent agreement + NOC from the property owner + latest utility bill in the owner's name

The registered office proof is frequently the source of delays. The utility bill must be recent (not older than 2 months), must be in the name of the owner (not the tenant), and the NOC must specifically permit use of the premises as a registered office. A utility bill in the company's name (which does not yet exist) cannot be used at the time of incorporation.

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Day 4–5: Filing SPICe+ Part B

SPICe+ Part B is the main incorporation form, integrating:

  • INC-32 (company incorporation)

  • INC-33 (e-MoA)

  • INC-34 (e-AoA)

  • AGILE-PRO-S (PAN, TAN, GST, EPFO, ESIC, Bank Account)

  • URC-1 (if applicable)

The form is digitally signed by:

  • One of the proposed directors (using their DSC)

  • A Practising Company Secretary (PCS) or Practising Chartered Accountant (PCA) who certifies the form

Common errors that trigger CRC resubmission at Part B

Error categorySpecific triggerTypical CRC remark
Registered officeUtility bill older than 2 months"Please submit a recent utility bill not older than 60 days"
Registered officeNOC addresses the wrong property"NOC does not specifically refer to the registered address"
Object clauseActivity description too broad"Object clause is vague — please specify the nature of the activity"
NIC code mismatchObject clause does not align with selected NIC code"NIC code [XXXX] does not match the primary object described"
Subscriber declarationINC-9 not signed by all subscribers"Declaration under Rule 15 not signed by subscriber [name]"
Capital structureAuthorised capital < subscribed capital"Subscribed and paid-up capital cannot exceed authorised capital"
Director detailsDIN mismatch with PAN"PAN of the director [Name] does not match the DIN records"
Foreign directorNotarisation / apostille absent"Proof of identity of foreign director must be notarised/apostilled"
Name in MoAName in Part B differs from RUN approval"Name in the memorandum does not match the approved name"

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Day 5–8: CRC Examination

After Part B submission, the application enters the CRC processing queue. The CRC operates on a first-in, first-out basis. During the annual compliance season (October–November) or immediately after long holidays, the queue can extend examination timelines.

The CRC examiner either:

  • Approves and generates the Certificate of Incorporation (CoI) — the digital CoI is issued with the CIN (Corporate Identification Number), PAN, TAN and date of incorporation embedded

  • Raises a resubmission — a query notice listing deficiencies is sent to the applicant's registered email address and is visible in the MCA21 V3 portal

If approved: Day 6–8 (best case)

The CoI is generated digitally and sent to the applicant's email. The CIN is the company's permanent identifier. The PAN is generated simultaneously by NSDL/UTIITSL and appears on the CoI; TAN follows within 2–3 business days separately.

The company is legally incorporated from the date on the CoI, even if the physical documents arrive later. The date of incorporation is the trigger for the first year's compliance calendar.

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Day 8–12: Resubmission Cycle (if triggered)

If the CRC raises a resubmission, the applicant has 15 calendar days to provide the required corrections and re-file. Missing the 15-day window means the application lapses; a fresh filing is required.

Top 10 CRC resubmission remarks (practitioner data)

The following are the most frequently seen CRC remarks, ranked by frequency:

RankCRC remarkRoot causeCorrection
1"Object clause of the company needs to be more specific"Overly broad objects like "to carry on any lawful business"Rewrite to name the specific activity, products or services
2"Utility bill submitted is older than two months"Using a 3-month-old electricity billObtain a current bill from the landlord
3"The NOC submitted does not refer to the complete address"NOC states building name but not flat/office numberNew NOC with complete registered address as it will appear on government filings
4"NIC code selected does not match the main object of the company"Auto-selected NIC code without reviewing the descriptionMatch the NIC code to the literal activity described in the object clause
5"Name of the company in Part B does not tally with the reserved name"Punctuation difference or extra word in the MoAExact character-for-character match required
6"Proof of registered office does not establish the right to use the premises"NOC from a family member whose name is not on the utility billOwner on the utility bill must sign the NOC, or a lease agreement in the owner's name + separate NOC
7"Digital signature of [director name] could not be verified"Expired DSC or DSC of wrong classRenew the DSC or obtain a fresh Class 3 DSC
8"INC-9 declaration is not complete"One subscriber's declaration is missing or unsignedComplete INC-9 for all subscribers including corporate subscribers
9"The authorised capital stated in the MoA is inconsistent with the form"Capital entered in the form differs from MoA narrativeBoth must show exactly the same figures
10"Copy of board resolution of corporate subscriber not attached"When a company is a subscriber, its board resolution authorising subscription must be attachedAttach certified copy of board resolution with authorised signatory's name and designation

After resubmission, the corrected application re-enters the CRC queue and is re-examined — typically within 2–4 business days.

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Day 12–20: Post-Approval Steps

PAN and TAN

The company PAN appears on the CoI. The TAN (Tax Deduction and Collection Account Number) is issued separately by NSDL, usually within 3–5 business days of CoI issuance.

GST Registration (via AGILE-PRO-S)

GST registration can be applied for as part of AGILE-PRO-S (integrated into SPICe+). If applied at incorporation, the GST ARN (Application Reference Number) is generated alongside the CoI, and the GSTIN follows within 3–7 business days. If not applied at incorporation, a separate GST application must be filed later.

GST registration is mandatory if:

  • Aggregate turnover exceeds ₹40 lakh per year (₹20 lakh for service providers; lower thresholds for special category states)

  • The company makes interstate supplies, regardless of turnover

  • The company engages in e-commerce as an operator

Bank Account Opening

A corporate bank account cannot be opened until the CoI, PAN and board resolution authorising account opening exist. Most major banks (SBI, HDFC, ICICI, Axis, Kotak) process account opening within 2–5 business days for a newly incorporated private company with complete KYC documents.

The initial capital contribution (subscription money from subscribers) should be deposited into this bank account. This creates the company's first bank balance, which must appear in the first set of financial statements.

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Timeline Summary

PhaseActivityBusiness days
Pre-filingDSC procurement, document drafting3–5
RUN (Part A)Name approval1–3
Part B preparationMoA, AoA, declarations, registered office proof2–3
Part B filing and examinationCRC review2–5
— If no resubmissionCoI issuedDay 8–12 from start
— If one resubmissionCorrection + re-examinationAdd 8–12 days
— If two resubmissionsRare; almost always a structural issueAdd 15–20 days
Post-CoIPAN, TAN, GST, bank account5–10 business days
Total: clean case~12–18 business days
Total: one resubmission~22–30 business days

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What Reduces Timeline Most

ActionDays saved
Pre-obtaining DSCs 1 week before filing3–5
Using a coined, non-descriptive company name3–8 (avoids name query)
Registered office with current utility bill in owner's name from Day 13–8 (avoids #1 resubmission cause)
Drafting object clause specifically with NIC code cross-checked2–5 (avoids #1 CRC remark)
Using a PCS or PCA who has current MCA21 V3 practitioner access1–2 (no system access delays)

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What SPICe+ Does Not Do

SPICe+ issues the Certificate of Incorporation. It does not:

  • Complete professional tax registration (state-level, required in Maharashtra, Karnataka, West Bengal, Gujarat and others within 30 days of hiring)

  • Obtain trade licence / shop establishment registration (municipal, required in most cities within 30 days of commencing business)

  • Register under the Contract Labour Act (if engaging more than 20 contract workers)

  • Obtain FSSAI licence (mandatory for food businesses, separate regulator)

  • File FC-GPR if the company receives FDI from foreign subscribers — this must be filed with the RBI through the Authorised Dealer bank within 30 days of allotment of shares

These are post-incorporation obligations that begin from Day 1 of operations and are outside the SPICe+ scope.

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Frequently Asked Questions

Q: Can a foreign national be a subscriber or director in SPICe+?
A: Yes. There is no restriction on foreign nationals being directors or shareholders of an Indian private company, subject to FDI sector caps. The Indian company must comply with the FDI reporting requirements (FC-GPR) when it allots shares to a foreign entity or person. At least one director must be a resident of India (§ 149(3), Companies Act 2013).

Q: Is a physical office necessary for the registered office proof?
A: No. A residential address is permissible as a registered office. The proof requirement is the same: owner's utility bill + NOC from the owner. Many founders register the company at a director's home address for the first year and change it once a commercial office is leased.

Q: Can the company start operating before bank account opening?
A: Legally the company exists from the CoI date. However, it cannot deposit subscription money or receive customer payments without a bank account. It can sign contracts and issue invoices, but payments into a personal account on behalf of a newly incorporated company create accounting and compliance risks.

Q: What happens if the 20-day name reservation lapses?
A: The reserved name expires and becomes available again in the MCA database. A fresh RUN application is required. The fee paid for the expired name is not refunded.

Q: Can we change the company name after incorporation?
A: Yes — by passing a special resolution at a general meeting, obtaining the RoC's approval and amending the CoI. The process takes 15–25 business days and requires a fresh name search against the MCA database and trademark registry.

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Process reflects the SPICe+ V2 system under the Companies (Incorporation) Rules, 2014, as updated for the MCA21 V3 portal. Timelines are based on practitioner experience and may vary based on CRC workload, holiday periods and the complexity of the incorporating structure. This article is authored by Harun Raaj & Associates — Chartered Accountants.

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