Private Limited Company (Pvt Ltd) Registration in India — Complete Guide (2025)
Register a credible, scalable Pvt Ltd — limited liability, investor-readiness, and corporate governance explained step-by-step by RegistrationMART.
1. What is a Private Limited Company?
A Private Limited Company is a legal entity incorporated under the Companies Act, 2013. It is privately held by shareholders and provides limited liability to its owners — the company’s liabilities are separate from personal assets of directors and shareholders.
2. Key Features
- Separate legal entity — company and owners are distinct.
- Limited liability — liability limited to share capital.
- Perpetual succession — company continues despite ownership changes.
- No minimum capital requirement.
- Mandatory audit and statutory filings.
3. Who Should Choose the Pvt Ltd Structure?
Ideal for startups seeking investors, exporters, family businesses looking to professionalize, firms aiming for government or corporate contracts, agencies, consultants and freelancers planning to scale.
4. Governing Laws & Rules
Main laws and rules affecting Pvt Ltd companies:
- Companies Act, 2013 & Companies (Incorporation) Rules, 2014
- Income Tax Act, 1961
- GST Act (if applicable)
- FEMA (for foreign investment)
- RBI/sectoral rules where applicable
5. Advantages of Private Limited Company
| Benefit | Why it matters |
|---|---|
| Limited Liability | Protects personal assets of shareholders |
| Funding Friendly | Preferred by VCs, angels & banks |
| Credibility | Better for contracts, corporate clients & tenders |
| ESOPs | Attract and retain key talent |
| Perpetual Succession | Business continuity regardless of ownership changes |
6. Eligibility Criteria
| Requirement | Minimum |
|---|---|
| Directors | 2 (at least 1 resident Indian) |
| Shareholders | 2 (can be same as directors) |
| Age | 18+ years |
| Registered Office | Address in India |
7. Documents Required
- Director/Shareholder PAN & Aadhaar/Passport (for NRIs)
- Proof of registered office (utility bill, rental agreement + NOC)
- Passport-size photos
- MOA/AOA drafts (we draft these)
- Bank account details (post-incorporation)
8. DSC & DIN: Digital Identity Setup
DSC (Digital Signature Certificate) is required to sign MCA forms online. DIN (Director Identification Number) is a unique identifier for each director. RegistrationMART handles DSC generation and DIN allotment via eKYC.
9. Name Approval Process (RUN & SPICe+)
Two options:
- RUN (Reserve Unique Name) — reserve a name for 20 days (optional).
- SPICe+ — integrated form that can include name reservation and incorporation in one filing.
Name rules: must be unique, end with “Private Limited”, and avoid restricted words. We include a free trademark & name availability check for clients.
10. Drafting MoA & AoA
MoA defines the company’s objects; AoA sets internal governance rules. We customize these for tech, services, manufacturing, exports or any business model you pick.
11. Filing SPICe+ for Incorporation
The SPICe+ form bundles DIN allotment, incorporation, PAN/TAN, AGILE (GST/EPFO/ESIC), and professional tax (where applicable). Typical timeline: 5–10 business days. Govt fees vary by state and authorised capital.
12. PAN, TAN & Bank Account
PAN & TAN are auto-generated via SPICe+; open a current bank account using your COI, PAN & GST (if applicable). We facilitate bank account opening with partner banks.
13. Startup India Registration
After incorporation, register on Startup India for DPIIT recognition, tax benefits (Section 80-IAC), angel tax relief and IP rebates. RegistrationMART helps prepare your pitch deck & DPIIT application.
14. Common Mistakes to Avoid
- Choosing a generic or trademarked name
- Incorrect capital structure
- Missing DSC or improper signatures
- Using a residential address without NOC
- Not filing INC-20A (Commencement of Business)
15. Post-Incorporation Checklist
- Hold first Board Meeting
- Appoint Auditor within 30 days (ADT-1)
- Issue share certificates within 60 days
- File INC-20A (Declaration of Commencement of Business)
- Maintain statutory registers & minutes
16. ROC Filings & Audit
| Form | Purpose | Timeline |
|---|---|---|
| AOC-4 | Financial statements | Within 30 days of AGM |
| MGT-7 | Annual return | Within 60 days of AGM |
| DIR-3 KYC | Director KYC | Annually |
| ADT-1 | Auditor appointment | Within 15 days |
17. Other Statutory Compliances
- GST (if applicable), TDS returns, Income Tax filings (ITR-6)
- ESI / PF filings (if employees eligible)
- Quarterly board meetings & record maintenance
- Statutory audits regardless of size
18. Comparison: Pvt Ltd vs Other Structures
| Feature | Pvt Ltd | LLP | Partnership | Sole Proprietor |
|---|---|---|---|---|
| Limited Liability | Yes | Yes | No | No |
| ROC Filings | Yes | Yes | No | No |
| Funding Friendly | High | Low | Low | Low |
| Tax Rate | Corporate rates | Partnership slab | Slab | Slab |
19. How RegistrationMART Helps You
- Free name & trademark check
- DSC & DIN setup
- Drafting MoA, AoA & resolutions
- SPICe+ filing, PAN/TAN & AGILE integration
- Bank account assistance and post-incorporation filings
- Ongoing ROC, GST, TDS & audit support
- Startup India, IPR & funding advisory
20. Frequently Asked Questions
- Q. How long does registration take?
- A. Usually 5–10 business days with correct documents.
- Q. Can NRIs be directors?
- A. Yes, subject to at least one director being an Indian resident and FEMA compliance.
- Q. Is a physical office mandatory?
- A. A registered office address in India is mandatory — residential address is acceptable with NOC.
- Q. Do I need to be present physically?
- A. No — the process is fully digital; RegistrationMART manages filings remotely.
