Private Limited Company Setup in India -Step-by-Step Guide.

What is a Private Limited Company in India?

A private limited company is a legally separate entity with limited liability, perpetual succession, and structured governance, making it the most preferred structure in India.
The formation of a private limited company remains one of the most preferred forms of business organization in India. Private limited company setup in India is the most preferred structure because of its advantages, such as separate legal identity, limited liability, perpetual succession, structured governance, and the availability of various statutory exemptions.
As per the data published by the Ministry of Corporate Affairs (MCA), as of December 31, 2025, India has a total of 30,30,432 registered companies, of which 20,14,858 are active. Among these active companies, 19,40,404 are private limited companies, accounting for 96.31%.
The data clearly reflects that the Indian corporate landscape is overwhelmingly driven by private companies. These entities are typically promoter-led, operate with lean organizational structures, and often function with limited financial and managerial resources. In many cases, compliance and governance responsibilities are handled alongside core business operations, rather than through dedicated compliance teams.

​What are the Steps for Private Limited Company Setup in India?

Private limited company setup in India involves name approval, DSC, SPICe+ filing, incorporation, bank account opening, and post-compliance.

​Step 1: Filling out the Name Availability Application

To register a Private Limited Company in India, in keeping with the ease of Doing Business, the Government of India had launched an integrated form SPICe + i.e., ‘Simplified Proforma for Incorporating Company Electronically Plus’. It is divided into two parts.

• SPICe Part A-RUN(Reserve Unique Name)
• SPICe Part B- Incorporation Application

The very first step is to avail the desired name, which forms the starting point of a private limited company setup in India. There are specific name guidelines incorporated under the Companies Act, 2013, which are being amended from time to time via notifications and circulars.

Key Points

• Name must be unique
• Not resemble the existing Company’s Name.
• Not resembling the existing Trademark Name.
• name must reflect its activity, like-ABC Software Services Private Limited
• Documents-main object, NIC code with industry service, trading, etc.
• For foreign companies that want to incorporate a subsidiary, wholly owned subsidiary, or joint venture can use their parent company’s name with the suffix “INDIA”. For example, if a USA company name is XYZ Software LLC, then this said company can use XYZ Software India Private Limited.
• If incorporating a subsidiary or wholly owned subsidiary, the Board Resolution of the Holding Company must include the amount, percentage, and number of shares to be taken in the Indian Company.

Can apply 2 names in preference order, if rejection then another chance with 2 names.
If the applied name is as per the guidelines and the Registrar is satisfied, they will approve the name and issue a Name Approval Letter.
Name will be valid for 20 days, and can be extended up to 60 days after paying the extension fee.

Step 2: Obtaining Digital Signature Certificate-Class 2(II)

Digital Signature is being used for certification of any forms filed online on the portal of MCA(Ministry of Corporate Affairs), making it a mandatory requirement for a private limited company setup in India. Digital signature is duly recognized under Section 5 of the Indian Information Technology Act, 2000, and has the same effect as affixing a physical signature.
For the filling of any compliance with the Registrar of Companies portal, i.e., MCA, income tax, GST/VAT, DGFT(Director General of Foreign Trade), directors must have a valid Digital Signature Certificate.
The director must have a class II digital signature to set up a Private Limited Company in India. For obtaining Digital Signatures, there are several authorized companies/vendors that can issue the digital signature after paying the requisite fee.
Documents and information required for a Digital Signature certificate in India for registering a private Limited

• Income Tax PAN for Indian Nationals
• Passport for foreign Nationals
• Passport-size photo
• Address proof(voter ID/Aadhar Card/driving license, etc.)
• email ID and phone number

For a foreign citizen, the documents must not be notarized and apostilled, and they must be English-translated.

Step 3: Preparation of the Incorporation Application

After getting the name approval via filing SPICe PART A(RUN), to get the company incorporation in India need to file SPICe Part B, which is an integrated form that includes various details, including Director’s details. On this basis, the Registrar will issue a DIN(Director Identification Number) to directors. This is a key stage in the private limited company setup in India. DIN is a unique identification number to become a director in any Indian Company. If any person is holding a DIN already, he has to mention the DIN in this form, and all details will be prefilled automatically.
The form is divided into multiple sequential sections, including the following information:

A. Structure of the Company: Authorized, paid up, and Subscriber Capital in INR, the proposed capital to be mentioned in INR
B. Address of the Company: This field is for the registered address or correspondence address details of the company. As per the rules, the final registered address details have to be filed with the Registrar within 30 days of its incorporation.
C. Subscriber and Directors Details: Proposed Number of shareholders and Directors,
D. Individual Subscriber Non-individual Subscriber & and Directors: The individual shareholders may be Indian or Foreign citizens, and the Body Corporate may be Indian or foreign companies that will become shareholders in the company.
And proposed Directors’ details.
E. PAN / TAN Information: PAN means Permanent Account Number which is unique identification for Income Tax return Filling and Compliance in India and TAN mean Tax Account Number which is unique identification for withholding /TDS(Tax Deducted at Source) fillings and compliance, in this field need to select the are code and activity code to enable income tax department to allot PAN and TAN accordingly.
Documents required to file an application for the incorporation of a Private Limited Company in India:
In order to set up a Company in India, the second step is to prepare the documents required for a private limited company setup in India.

Individual Shareholder (Indian Citizen)	Passport Size PhotoIndian Income Tax PAN number(Mandatory)Identity proof, i.e., voter ID/Aadhar Card/passport/Driving LicenseAddress proof, i.e., utility bill, i.e., water bill, electricity bill, bank statement(latest)Email idPhone numberOccupationEducation QualificationStay of duration at current addressPlace of Birth
Individual Shareholder (Foreign Citizen)	Passport Size PhotoIndian Income Tax PAN number(if holding)Identity proof -Passport MandatoryAddress proof, i.e., utility bill, i.e., water bill, electricity bill, bank statement(latest)Email idPhone numberOccupationEducation QualificationStay of duration at current addressPlace of Birth
Body Corporate Indian or Foreign	Certificate of registrationAddressBye Laws, i.e., MOA & AOAEmailPhoneBoard Resolution of Body Corporate for investment in an Indian Company
Documents for Authorised Person/Nominee signing on behalf of Body Corporate	Passport Size PhotoIndian Income Tax PAN number(if holding)Identity proof -Passport Mandatory for foreign nationalsIdentity proof, i.e., voter ID/Aadhar Card/passport/Driving License- for IndianAddress proof, i.e., utility bill, i.e., water bill, electricity bill, bank statement(latest)Email idPhone numberOccupationEducation QualificationStay of duration at current addressPlace of Birth
Note: If documents are signed outside India, all documents have to be notarised and apostilled. A certificate of authentication and attestation, a foreign citizen, and the company’s documents must have English translations.	Note: If documents are signed outside India, all documents have to be notarised and apostilled. A certificate of authentication and attestation, a foreign citizen, and the company’s documents must have English translations.

Step 4- Registrar to issue Certificate of incorporation

After filling in the form SPICe Part B with the MCA portal, the registrar’s office will check the form with all attached documents to ensure that all are in order or as per the Incorporation Rules made under the Companies Act. Once they have found that all documents and information are correct, they approve the form and issue a certificate of incorporation.
Registrar shall issue a certificate of incorporation, completing a major step in the private limited company setup in India. This certificate includes the name of the company, address, date of incorporation, Income Tax PAN, and TAN.

Step 5-Registered Address intimation with Registrar of Companies

As per Section 12 of the Companies Act, every company must have a registered address within 30 days of its incorporation, which is mandatory for a private limited company setup in India.
Form INC -22 has to be filed with the following documents:

1. Lease Deed
2. NOC
3. Latest Utility Bill
4. Photo of a director inside the office premises.

Step 6- Open Bank Account

After receiving the incorporation certificate and registered address filling now next step is to open a bank account as part of a Private Limited company setup in India.
The following documents are required to open a Bank  account:

1. MOA & AOA
2. Certificate of registration
3. Bank opening form
4. Declaration
5. Board Resolution for account operations
6. List of directors & shareholders
7. In case the company is a subsidiary or holding company, the bank requires UBO details, i.e., Ultimate Beneficiary Owner.

The UBO holding more than 10% shares in an Indian private Limited company has to give proper KYC, i.e., address and Identity proofs.

Step 7-Capital Compliance

Once the bank account is activated, as a key compliance step in private limited company setup in India. As per the rules, a company cannot commence its operation unless the initial capital mentioned in the MOA is deposited in the bank account, and the same has to be reported with the Registrar of Companies within 180 days of its incorporation.
If a Private Limited Company received FDI(Foreign Direct Investment) in India from a foreign shareholder, it has to be reported to the RBI (Reserve Bank of India) within 30 days of share allotment by filling out the online form FC-GPR. The RBI reporting requirements are a must under a private limited company setup in India.

Step 8-Post-Incorporation Compliance and Registration

Once capital compliance is done, the company is now ready to operate after completing the private limited company setup in India. and requires the following post-compliance.

1. Appointment of an auditor within 30 days of incorporation
2. GST/VAT registration
3. Shop & Establishment registration
4. IEC(Import Export) Code Registration, if applicable.
5. Any other industry or business-specific license

What Authorities are involved in setting up a Private Limited Company in India

The key authorities involved in private limited company setup in India include the Ministry of Corporate Affairs (MCA) through the Registrar of Companies (RoC) for incorporation, the Income Tax Department for PAN and TAN, and banks for account opening. If foreign investment is involved, the Reserve Bank of India (RBI) regulates FEMA compliance, while GST authorities and other sector-specific regulators may apply based on business activities.

1. Registrar of Companies: It is a dedicated department for Private limited company setup in India, compliance, and approvals under the Ministry of Corporate Affairs.
2. Banks: After incorporation of a Private Limited Company, the current account is to be managed by approved Banks in India.
3. RBI (Reserve Bank of India): If any shareholder is from a foreign country, then FEMA(Foreign Exchange Management Act) also applies, and receipt and payment in foreign currency, and RBI shall be the regulator for the same.
4. GST/VAT: For doing business in India under a Private Limited Company, GST VAT registration is required, and compliance with returns is required periodically.
5. Income Tax: Once the business starts after the closure of the financial year, certain forms and return to be filed with the Income Tax department, and tax on profit as per the income tax slab.
6. Any other specific law or regulation based on business and industry.

Conclusion

Setting up a private limited company in India involves multiple steps, from name approval and incorporation to capital compliance and post-registration filings. While the process is streamlined through online systems like SPICe+, ensuring accuracy at each stage is critical to avoid delays or compliance issues. For businesses and foreign promoters, having the right advisory support can simplify the process significantly. CorporateLegit assists with end-to-end private limited company setup in India, ensuring a smooth, compliant, and efficient incorporation experience.

FAQ

1. How long does it take to set up a private limited company in India?

Private limited company setup in India typically takes 5–7 working days, provided all documents are in order and approvals are received without resubmission.

2. What is the minimum requirement to start a private limited company in India?

A minimum of two directors and two shareholders is required. One director must be a resident in India, along with a registered office address.

3. Is there any minimum capital required for company setup in India?

There is no statutory minimum capital requirement. However, banks generally require an initial deposit of around INR 1,00,000.

4. Can a foreign national be a director in an Indian company?

Yes, foreign nationals can be directors and shareholders. However, documents must be notarised and apostilled if signed outside India.

5. What is SPICe+ and why is it important?

SPICe+ is an integrated MCA form used for company incorporation, covering name approval, DIN, PAN, TAN, and registration in one process.

6. Is physical presence required for company registration in India?

No, the entire process is online. Foreign promoters can complete private limited company setup in India remotely.

7. What is INC-20A and when is it required?

INC-20A is a declaration of commencement of business, which must be filed within 180 days after incorporation.

8. What are post-incorporation compliances in India?

These include auditor appointment, GST registration, bank account setup, and ongoing filings like income tax and ROC compliance.