Registering a company in India is now an almost fully online process run through the Ministry of Corporate Affairs (MCA) portal. The law that governs incorporation is the Companies Act 2013 (which replaced the older Companies Act 1956), while Limited Liability Partnerships are governed by the LLP Act 2008. This guide explains the main entity types, how to choose between them, and the step-by-step SPICe+ incorporation process. Our corporate and startup lawyers help founders pick the right structure and complete the filing correctly the first time.

Choosing the right structure

The most common choices for a new business are a Private Limited Company (Pvt Ltd), a Limited Liability Partnership (LLP), and a One Person Company (OPC). A traditional partnership firm (under the Indian Partnership Act 1932) is also available but offers no limited liability and is usually suited only to very small, low-risk ventures.

Private Limited Company is the default choice for startups that want to raise external funding, issue shares/ESOPs, or scale. Investors and venture capital funds almost always require this structure.
LLP suits professional services and businesses that want limited liability with lighter compliance and no shareholding/equity needs.
OPC suits a single founder who wants limited liability and a corporate identity without a second member.

Comparison of entity types

Feature	Private Limited	LLP	OPC
Minimum members/partners	2 shareholders	2 partners	1 member (+ 1 nominee)
Minimum directors	2 directors	2 designated partners	1 director
Resident requirement	At least 1 resident director	At least 1 resident designated partner	The sole director must qualify
Liability	Limited to shares held	Limited to agreed contribution	Limited to shares held
Governing law	Companies Act 2013	LLP Act 2008	Companies Act 2013
Compliance burden	Higher (audit, board meetings, annual filings)	Moderate (lighter annual filings)	Moderate (similar to Pvt Ltd, some relaxations)
Fundraising / equity	Best — can issue shares & ESOPs	Not equity-based	Restricted; must convert to grow

A few legal points worth noting: a Private Limited Company needs at least two shareholders and two directors (the same people can be both), with at least one director resident in India. An LLP needs at least two designated partners who are natural persons, again with at least one resident in India. An OPC has a single member but must nominate a nominee who takes over if the member dies or becomes incapacitated, and an OPC is required to convert to a Private Limited Company once it crosses certain turnover or capital thresholds.

DSC and DIN: the prerequisites

Before any company filing, every proposed director needs:

A Digital Signature Certificate (DSC) — a Class 3 DSC obtained from an MCA-authorised Certifying Authority such as eMudhra, Sify or (n)Code. SPICe+ cannot be submitted without valid DSCs of the signatories.
A Director Identification Number (DIN) — a unique number for each director. For a new company, DIN for up to three proposed directors can be applied for inside the SPICe+ form itself, so a separate prior application is usually unnecessary. (For an LLP, the equivalent DPIN/DIN for up to five designated partners is applied through the FiLLiP form.)

The SPICe+ incorporation process (Pvt Ltd / OPC)

Companies are incorporated using SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus) on the MCA21 V3 portal at mca.gov.in. SPICe+ has two parts:

Part A — Name reservation. Apply to reserve a unique company name. You can propose names and check availability. An approved name is valid for 20 days, within which Part B must be filed.
Part B — Incorporation. Once the name is approved, complete Part B with details of the registered office, directors, subscribers, authorised and paid-up capital, and the DIN application.
MOA and AOA. File the Memorandum of Association (MOA) — which sets out the company’s objects — and the Articles of Association (AOA) — its internal rules — as linked e-forms (SPICe+ MOA and AOA), digitally signed by subscribers.
INC-9 declaration. An auto-generated declaration by the first directors and subscribers is attached.
AGILE-PRO-S. This linked form is filed alongside SPICe+ to obtain, in one go, GST registration (optional/where applicable), EPFO and ESIC registration, a bank account with a partner bank, and Shops & Establishment / professional tax registration depending on the state.
Pay fees and submit. Pay the applicable MCA fees and stamp duty, then submit with all DSCs affixed.
Certificate of Incorporation. On approval, the MCA issues the Certificate of Incorporation (COI) along with the company’s PAN and TAN, which are allotted automatically.

For an LLP the flow differs slightly: name reservation is done through RUN-LLP (an approved name is valid for 90 days), incorporation is filed via Form FiLLiP, and the LLP Agreement must be executed and filed in Form 3 within 30 days of incorporation.

Documents required

For each director/shareholder (or partner):

PAN card (mandatory for Indian nationals)
Aadhaar card and one further identity proof (Voter ID, Passport or Driving Licence)
Address proof — a recent bank statement or utility bill (typically not older than two months)
Passport-sized photograph
For foreign nationals: a notarised/apostilled passport and address proof

For the registered office:

Proof of the office address — a recent utility bill (electricity/telephone) in the owner’s name
No-Objection Certificate (NOC) from the property owner
Rent agreement, if the premises are rented

Timeline and indicative cost

For a Private Limited Company or OPC, name approval generally takes 1–3 working days, and the full incorporation — from DSC to Certificate of Incorporation, PAN and TAN — typically completes in about 7 to 15 working days, assuming documents are in order and no MCA resubmission is required.

On cost, the MCA has progressively reduced government filing fees, and for companies with low authorised capital the incorporation filing fee can be nil; the main variable government cost is state stamp duty, which differs by state. Including professional fees, the all-in cost of a Private Limited Company commonly falls in an indicative range of roughly ₹15,000–₹32,000, while an LLP is usually cheaper to register. These are indicative figures only — actual government fees depend on your authorised capital, state of registration, and current MCA rates, so confirm the exact charges before filing.

How we help

Picking the wrong structure, or a defective MOA/AOA, can be costly to fix later. Our team advises on entity selection, drafts the constitutional documents, and manages the full SPICe+ or FiLLiP filing. For background reading you may also find our notes on startup and corporate law and the fundamentals of company law useful.

This is general information, not legal advice. Consult our lawyers for advice on your situation.

Company Registration in India: Types, Process & Documents