pvtltd.co

Company Law

Company Registration & Incorporation

Private limited and One Person Company incorporation under ss.3 and 7 of the Companies Act 2013 — name reservation (RUN), the SPICe+ web form on MCA V3, DIN, DSC, eMOA/eAOA, and the linked AGILE-PRO registrations for GST, EPFO, ESIC, and the bank account.

Reviewed by CA Harun Raaj, ICAI Reg. No. 238303·Last reviewed:
Starting from ₹4,999Typical timelineCompany Incorporation

Pvt Ltd / OPC incorporation under ss.3 and 7 Companies Act 2013: RUN name reservation, SPICe+ on MCA V3 with DIN/DSC/eMOA/eAOA, AGILE-PRO for GST/PF/ESIC, certificate in 3–7 working days, then the 180-day INC-20A clock starts.

What is included
  • • Name availability check and RUN reservation (Part A)
  • • DIN allotment and DSC procurement for directors
  • • SPICe+ Part B filing — eMOA, eAOA, subscriber declarations
  • • AGILE-PRO linked registrations — GSTIN, EPFO, ESIC, professional tax
  • • Incorporation certificate and PAN/TAN via the same filing
  • • Post-incorporation calendar — INC-20A, first board meeting, first auditor
Documents required
  • • Proposed company name and 2-3 alternatives
  • • Identity and address proofs of all directors/subscribers
  • • Registered office address proof and owner NOC
  • • Authorised capital decision (stamp duty is capital-based)
  • • DSC signing details for at least one director
Government fees

See the fee table below for the statutory filing charge and common delay logic.

Legal basis
  • • Section 3 of the Companies Act 2013
  • • Section 7 of the Companies Act 2013
  • • Section 149 of the Companies Act 2013
  • • Rule 38 of the Companies (Incorporation) Rules 2014
Start filingExplore more services

Process

How the service works

The workflow is built to be predictable: document collection, legal review, filing, and post-filing follow-through.

Step 1Name

Reserve the name

We run the name-availability check and file Part A of SPICe+ (or RUN) to reserve the proposed name under Rule 38 of the Companies (Incorporation) Rules 2014.

Step 2DIN

Procure DINs and DSC

We apply for Director Identification Numbers for each director and obtain the Class 3 DSC from a licensed Certifying Authority.

Step 3MOA/AOA

Draft eMOA and eAOA

We draft the Memorandum and Articles of Association in the SPICe+ e-form format with the authorised capital, objects, and board provisions.

Step 4File

File SPICe+ Part B

We submit the incorporation application with subscriber declarations (INC-9), registered-office proof, and the digital signatures on MCA V3.

Step 5AGILE

Trigger AGILE-PRO registrations

We file AGILE-PRO for the linked GSTIN, EPFO, ESIC, and professional-tax registrations, and the bank-account opening application.

Step 6Certificate

Collect the certificate and start the calendar

We deliver the certificate of incorporation with CIN and PAN/TAN, and hand over the post-incorporation calendar — INC-20A within 180 days, first board meeting, first auditor.

AEO summary

A Private Limited company is incorporated on the MCA V3 portal by filing the SPICe+ web form under s.7 of the Companies Act 2013: reserve the name (Part A), allot DINs and DSCs, attach eMOA/eAOA, and use AGILE-PRO to trigger GSTIN, EPFO, ESIC, and professional-tax registrations. Minimum 2 directors and 2 shareholders (s.149, s.3); incorporation typically completes in 3–7 working days, then INC-20A is due within 180 days.

What SPICe+ actually does in one filing

The SPICe+ web form on MCA V3 is the single filing that incorporates a company under s.7 of the Companies Act 2013: Part A reserves the name, Part B files the incorporation with the eMOA, eAOA, subscriber declarations (INC-9), and registered-office details, and the same filing allocates the DINs and generates the CIN. The certificate of incorporation is the company's birth certificate — it carries the CIN and triggers the PAN/TAN allotment.

The AGILE-PRO form rides on the same filing to trigger GSTIN, EPFO, ESIC, and professional-tax registrations. The result is that a company can incorporate with its entire registration stack — CIN, PAN, TAN, GSTIN, PF, ESIC — issued from one submission, which is why the post-incorporation calendar (INC-20A in 180 days, first board meeting, first auditor under s.139(6)) starts from the certificate date.

  • • Name — Part A via SPICe+ under Rule 38 Incorporation Rules 2014
  • • Incorporation — Part B with eMOA/eAOA/INC-9 under s.7
  • • Linked — AGILE-PRO triggers GSTIN/EPFO/ESIC/professional tax
  • • Minimums — 2 directors (s.149), 2 shareholders (s.3), 1 resident director (s.149(3))
  • • First clock — INC-20A within 180 days (s.10A) or strike-off risk

The decisions that shape the filing

Two decisions made before the filing shape everything downstream. The authorised capital determines the stamp duty and MCA fee — a ₹1 lakh authorised capital is the common starting point, with increases handled later via SH-7 under s.64. The directors' residency matters because s.149(3) requires one director resident in India for 182 days — a foreign-director-heavy board needs that check up front.

The name is the third decision and the most visible: it must pass the s.4(3) availability test and the restricted-word rules of the Companies (Incorporation) Rules 2014. A name rejected at Part A costs time but not money; a name that clears approval but resembles a trademark invites a s.16(3) Trade Marks Act objection later. The pre-check we run covers both registers before the filing.

  • • Authorised capital — drives stamp duty + MCA fee; low start, SH-7 later
  • • Resident director — s.149(3), 182 days in the previous calendar year
  • • Name — s.4(3) + Rule 8/9/10 Incorporation Rules 2014, trademark check via s.16(3) TM Act
  • • Foreign investment — NDI Rules 2019 caps + FC-GPR within 30 days of allotment

Government fees

Fee breakdown

ItemFeeNotes
MCA incorporation feePer Rule 12(1), Companies (Registration Offices and Fees) Rules 2014 fee table (scales with authorised capital)Based on authorised capital slab.
Stamp duty on MOA/AOAPer the state Stamp Act applicable to the registered office (varies by state)State-specific, on authorised capital.
Name reservation (if separate)Per the MCA fee schedule (Rule 12(1), Companies (Registration Offices and Fees) Rules 2014)Integrated into SPICe+ Part A in most cases.

Timeline

Typical turnaround

Typical timeline usually means a 3–7 working days turnaround, assuming documents are complete and any board or shareholder approvals are already in place.

Pricing note

Government fees: MCA incorporation fee plus stamp duty on authorised capital (state-specific); our professional fee is separate.

Related services

Keep the company moving

Company Compliance

Ongoing company compliance — annual ROC filings, DIR-3 KYC, statutory registers, and event-based MCA filings.

ROC Annual Filing

Annual ROC filing — AOC-4 (30 days from AGM) and MGT-7 (60 days from AGM), with DIR-3 KYC.

PAN & TAN

PAN and TAN for companies, firms, and trusts — NSDL/UTI portal with CA support.

LLP Registration

LLP incorporation via FiLLiP — the alternative entity when incorporation is through the LLP route.

FAQ

Frequently asked questions

What is the minimum number of directors and shareholders for a Private Limited company?
Section 3(1)(ii) of the Companies Act 2013 requires a minimum of 2 shareholders for a private company, and s.149(1) requires at least 2 directors, one of whom must be resident in India for 182 days in the previous calendar year (s.149(3)). A private company is capped at 200 members (s.2(68)). An OPC needs just 1 director and 1 shareholder, plus a nominee.
What is the penalty for not filing INC-20A within 180 days of incorporation?
Section 10A(1) of the Companies Act 2013 requires a declaration of commencement of business (Form INC-20A) within 180 days of incorporation, with a declaration that subscribers have paid their share capital in full. If it is not filed in time, the ROC may initiate striking off the company's name under s.10A(2) read with s.248. This is the first deadline of the post-incorporation calendar, and missing it endangers the company itself.
What is AGILE-PRO and what registrations does it trigger?
AGILE-PRO is the integrated form filed with SPICe+ Part B under the Companies (Incorporation) Rules 2014 that triggers the linked registrations: GSTIN, EPFO (PF), ESIC, professional tax (where applicable), and the bank-account opening application. It converts what used to be five separate registrations into the incorporation filing. Even if you do not need GST immediately, the integration means the registrations exist from day one with the CIN.
Can a foreign national be a director or shareholder?
Yes — a foreign national can be a director (subject to s.149(3)'s resident-director requirement being met by another director) and a shareholder, with the investment routed through the FEMA (Non-debt Instruments) Rules 2019 and reported via FC-GPR within 30 days of allotment. The foreign director needs a DIN and DSC like any director. Sectoral caps under Schedule I of the NDI Rules apply to the foreign investment.
What is the difference between authorised capital and paid-up capital at incorporation?
Authorised capital is the ceiling written into the Memorandum — the maximum shares the company can issue without an increase (via Form SH-7 under s.64). Paid-up capital is the portion actually issued and subscribed at incorporation. Stamp duty and the MCA incorporation fee are computed on authorised capital, so choosing it low (e.g. ₹1 lakh) keeps incorporation costs down, and increasing it later costs an SH-7 filing plus the incremental stamp duty, both per the Rule 12(1) fee table and the state stamp law.
How long does SPICe+ incorporation take?
A clean SPICe+ filing typically completes in 3–7 working days: name approval in Part A, then ROC scrutiny of Part B, and the certificate with CIN, PAN and TAN issued on approval. The timeline stretches when the name needs multiple attempts (resemblance or restricted words) or documents come back with gaps. Name availability is the biggest lever — checking it before the filing is what keeps incorporation at the working-days end of the range.

Canonical reference: https://www.pvtltd.co/services/company-incorporation

Get started

Ready to move this filing forward?

We can help with the filing, the legal mapping, and the follow-up work that keeps the company compliant after submission.

Start filingSee pricing