Private Limited Company Registration

A Private Limited Company is one of the most common types of business structures in India, particularly suitable for small and medium-scale enterprises. It is a separate legal entity from its shareholders and directors, ensuring that the business can continue to exist even after the death of a member. This business structure offers limited liability to its owners and can have a maximum of 200 members.

Key Features:

  • Separate Legal Entity: The company exists as a separate legal entity, distinct from its shareholders and directors.
  • Limited Liability: Shareholders are liable only to the extent of their shares in the company, protecting personal assets from business liabilities.
  • Perpetual Succession: The company continues to exist regardless of changes in its ownership or management.
  • No Minimum Capital Requirement: The company can be incorporated without a prescribed minimum capital.
  • Ownership Transferability: Shares can be transferred, but the transfer is subject to restrictions in the company’s articles.

Benefits of a Private Limited Company:

  1. Limited Liability: Protects personal assets of shareholders in case the company faces legal action or financial distress.
  2. Ease of Raising Capital: Private Limited companies can raise capital through equity, making it easier to attract investors.
  3. Tax Advantages: Can avail of tax benefits like exemptions and deductions, which are not available for sole proprietorships or partnerships.
  4. Increased Credibility: A Private Limited company enjoys greater credibility with stakeholders, banks, and investors.
  5. Perpetual Existence: The company continues to exist even if shareholders change or pass away.

Documents Required for Incorporation:

  • Passport-size Photos: Photographs of all directors and shareholders.
  • Director Identification Number (DIN): If applicable, for all directors.
  • Digital Signature Certificate (DSC): For all directors to sign electronic documents.
  • PAN Card: For all directors and shareholders.
  • Identity Proof: Valid ID proof (e.g., Aadhar Card, Passport, Voter ID, or Driving License) of directors and shareholders.
  • Address Proof: Self-attested proof (e.g., utility bills, bank statement) of residential address for directors and shareholders.
  • Business Address Proof:
    • If the office is rented/leased: NOC from the landlord, lease agreement, and utility bills.
    • If the office is owned: NOC from the property owner and utility bills or property papers.
  • Company’s Share Capital and Object: Details about the proposed authorized capital, paid-up capital, and business activities.
  • Company’s Memorandum and Articles of Association (MoA and AoA): Documents that outline the company’s objectives and internal rules.
  • Other Basic Information:
    • Name of the proposed company.
    • Proposed business activity.
    • Contact details of all members and directors.

Process of Registration:

    1. Apply for Name Reservation: Apply using the SPICe+ form on the Ministry of Corporate Affairs (MCA) portal to reserve the company name.
    2. Fill the SPICe+ Form (Part B): Complete the SPICe+ form, providing details of the company’s directors and shareholders.
    3. Upload Documents: Submit the signed SPICe+ form and attach all necessary documents, including the Memorandum and Articles of Association (MoA and AoA).
    4. Payment of Fees: Pay the government fees for registration, based on the company’s authorized share capital.
    5. Digital Signature (DSC) & Director Identification Number (DIN): Ensure that all documents are signed digitally and obtain DIN for all directors.
    6. Declaration: File the declaration of subscribers and directors electronically.

By following the process and fulfilling the necessary requirements, you can successfully incorporate a Private Limited company and take advantage of the benefits this structure provides for your business.

Knowledge Base

A minimum of 2 directors are required, and at least one must be an Indian resident.

A Private Limited company can have a maximum of 200 members.

No, there is no minimum capital requirement to incorporate a Private Limited Company in India.

Yes, foreign nationals can be directors, but they must have a valid DIN and DSC. Foreign nationals must also provide proof of a valid business visa.

Yes, shares can be transferred, but the transfer is subject to restrictions as per the company’s Articles of Association.

The company must file annual returns, maintain financial records, hold annual general meetings (AGMs), and comply with taxation and other regulatory requirements.

GST registration is mandatory if the company’s turnover exceeds the prescribed threshold limit under GST laws.

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