In India, a Private Limited Company is governed by the Companies Act, 2013, and registered with the Ministry of Corporate Affairs (MCA). The registration process involves obtaining a Digital Signature Certificate (DSC), Director Identification Number (DIN), and filing incorporation documents with the Registrar of Companies (ROC).
- A Private Limited Company is a type of business structure that limits the liability of its shareholders to the amount unpaid on their shares. It is a separate legal entity from its owners, meaning it can own property, enter into contracts, and be liable for its own debts.
Key Features:
- Limited Liability: Shareholders are only liable for the company’s debts to the extent of their shareholding. Their personal assets are protected.
- Share Capital: The company is funded through shares, which are not available for public trading. Shares are privately held by a small group of individuals or entities.
- Ownership: The ownership of a Private Limited Company is typically restricted to a specific number of shareholders, often between 2 to 200 in India. The shares are not traded on the stock exchange.
- Management: Managed by directors appointed by the shareholders. The company’s operations and decisions are overseen by these directors.
1. Choose a Company Name
- Step: Select a unique name for your company that complies with the naming guidelines set by the Ministry of Corporate Affairs (MCA).
- Tip: Use the MCA’s name availability search tool to check if your preferred name is available.
2. Obtain a Digital Signature Certificate (DSC)
- Step: Apply for DSCs for all the directors and authorized signatories. This is necessary for signing electronic documents.
- Fees: Varies by provider, typically between ₹1,000 and ₹2,500 per DSC.
- Documents Required: Proof of identity (Aadhaar, passport), proof of address, and passport-sized photographs.
3. Get a Director Identification Number (DIN)
- Step: Apply for a DIN for each director. This can be done online through the MCA portal.
- Fees: No fee for DIN as of the latest guidelines.
- Documents Required: Proof of identity (Aadhaar, passport), proof of address, and passport-sized photographs.
4. Draft the Company’s Incorporation Documents
- Step: Prepare the necessary documents, including the Memorandum of Association (MOA) and Articles of Association (AOA).
- Documents Required:
- MOA and AOA (drafted according to the company’s business objectives and governance rules).
- Declaration of compliance.
- Proof of address of the registered office.
5. Apply for Incorporation
- Step: File the incorporation application with the Registrar of Companies (ROC) through the MCA portal. This includes filling out the SPICe+ form (Simplified Proforma for Incorporating Company Electronically).
- Fees: Typically ranges from ₹500 to ₹10,000, depending on the company’s authorized capital.
- Documents Required:
- DSCs of the directors.
- DINs of the directors.
- MOA and AOA.
- Proof of address of the registered office.
- Identity and address proof of all directors and shareholders.
6. Receive the Certificate of Incorporation
- Step: Once the ROC verifies all the documents, you’ll receive the Certificate of Incorporation (COI), which confirms that your company is officially registered.
- Timeframe: This process usually takes around 7-15 working days.
7. Apply for PAN and TAN
- Step: Apply for the company’s Permanent Account Number (PAN) and Tax Deduction and Collection Account Number (TAN) through the NSDL or UTIITSL portal.
- Fees: Typically, there is a nominal fee for processing, around ₹100 to ₹200.
- Documents Required:
- COI.
- Proof of address of the registered office.
- Identity proof of directors.
8. Open a Bank Account
- Step: Open a company bank account in the name of the company using the COI, PAN, and other required documents.
- Documents Required:
- COI.
- PAN.
- Proof of address of the registered office.
- Board resolution authorizing the opening of the account.
Additional Tips:
- Professional Help: Consider consulting a company secretary or legal professional to ensure all documents are correctly prepared and submitted.
- Compliance: After incorporation, ensure you comply with annual filing requirements and other legal obligations to keep your company in good standing.