Private Limited Company Incorporation in India 2026 — SPICe+ Form, MCA V3 Portal, Fees and the 7-15 Day Process
Pvt Ltd incorporation India 2026: SPICe+ on MCA V3, Part A name reservation + Part B + e-MOA/e-AOA/AGILE-PRO-S, fees, 2-director rule, 7-15 day timeline.
Incorporating a private limited company in India in 2026 is the cleanest it has been in 20 years. The MCA V3 portal’s SPICe+ form bundles ten separate registrations into one filing; the process closes in 7-15 working days for a clean case; the all-in cost typically lands between ₹7,000 and ₹25,000 depending on state stamp duty and whether you use a service provider. This page walks through what’s actually involved — minimum requirements, the SPICe+ form mechanics, the fee map, and the 90-day post-incorporation checklist.
What SPICe+ actually consolidates
SPICe+ (form INC-32) replaced the older SPICe form in February 2020. The integrated filing covers:
| Layer | Registrations bundled |
|---|---|
| Companies Act | Incorporation (CIN), DIN allotment for first directors (up to 3), MoA + AoA |
| Income Tax | PAN, TAN |
| Indirect tax + labour | GSTIN (optional, India-wide), EPFO, ESIC, Profession Tax (Maharashtra), Shops & Establishment (Delhi) |
| Banking | Current bank account (via partner banks; SBI, HDFC, ICICI, Axis, Kotak, others) |
Before SPICe+, each of these required a separate form, separate authority, separate processing window — incorporation took 30-45 days. Today the same workflow completes in 7-15 working days through a single MCA portal submission. The 30-45-day quotes still circulating online refer to the pre-2020 regime.
Minimum requirements at a glance
| Requirement | Details |
|---|---|
| Directors | Minimum 2, maximum 15. At least one must be Indian resident (≥182 days in previous FY) per Section 149(3). |
| Shareholders | Minimum 2, maximum 200. Directors can also be shareholders. |
| DSC | Class III Digital Signature Certificate for every proposed director |
| DIN | Allotted for first directors (up to 3) as part of SPICe+; existing DINs are linked |
| Registered office | Address in India — owned, rented, or director / shareholder-provided. Ownership / NoC + utility bill proof required. |
| Authorised capital | No statutory minimum since 2015 amendment. Typical: ₹1 lakh or ₹10 lakh. |
| Name | Must end with ‘Private Limited’; must not conflict with existing entity or trademark; must follow MCA naming guidelines. |
The fee map — what you’ll actually pay
For a 2-director Pvt Ltd with ₹1 lakh authorised capital, in a typical state:
| Item | Cost |
|---|---|
| SPICe+ Part A name reservation | ₹1,000 per submission (up to 2 names) |
| MCA registration fee (authorised capital ≤ ₹15 lakh) | ₹0 (waived per Companies (Registration of Offices and Fees) Rules 2014; above ₹15L a ₹500 fixed fee plus slab-based add-ons) |
| Stamp duty on MoA / AoA | ₹1,000-₹5,000 state-dependent |
| PAN + TAN | ₹143 combined |
| DSC class III for 2 directors | ₹2,000-₹4,000 (provider-dependent) |
| Professional fee (CA / CS) | ₹3,000-₹15,000 |
| All-in typical range | ₹7,000-₹25,000 |
State-wise stamp duty variation matters. Delhi and Tamil Nadu are at the lower end (₹1,000-₹2,000); Karnataka and Maharashtra higher (₹3,000-₹5,000). The MCA Fee Enquiry Portal gives you the exact figure for your state and capital.
The 7-15 day process, day by day
Day 0-1 — DSC procurement. Apply for Class III DSC for each proposed director through a Certifying Authority (CA) — eMudhra, Sify, nCode, etc. Cost ₹1,000-₹2,000 per DSC. Same-day issuance available; standard turnaround 1-2 days.
Day 1-4 — SPICe+ Part A (Name Reservation). Submit up to 2 proposed names on the MCA V3 portal. Names must be checked against:
- MCA Company Name Master (no existing similar entity)
- IP India trademark register (no conflicting registered mark)
- MCA naming guidelines (restricted words list)
Approval typically Day 1-3. If both names are rejected, re-submit with 2 new names (another ₹1,000).
Day 4-10 — SPICe+ Part B + linked forms. Once the name is reserved (valid for 20 days), file SPICe+ Part B plus the linked forms:
- e-MOA (INC-33) — Memorandum of Association in electronic form
- e-AOA (INC-34) — Articles of Association in electronic form
- AGILE-PRO-S (INC-35) — combined application for PAN, TAN, GSTIN, EPFO, ESIC, Profession Tax, Shops & Establishment, bank account opening
MoA + AoA must be drafted by a professional (CA / CS / advocate) and digitally signed. The full bundle is submitted with the registered-office proof, director KYC, and shareholder consent.
Day 8-15 — MCA processing and Certificate of Incorporation. MCA processes the filing in 4-6 working days for a clean case. CoI is issued with CIN (Company Identification Number), PAN, and TAN simultaneously. The bank account, GSTIN, EPFO, ESIC etc. follow over the next few days as the linked-forms data is processed by the respective authorities.
Entity choice: Pvt Ltd vs LLP vs OPC vs Partnership
| Entity | Suited for | Statutory audit | ROC compliance | External equity? |
|---|---|---|---|---|
| Private Limited (Pvt Ltd) | Founders intending to raise equity, issue ESOPs, scale | Mandatory from Day 1 | Annual AOC-4 + MGT-7 | Yes — standard VC vehicle |
| LLP | Service-led duos, no equity-raise plan | Only above turnover ₹40L / contribution ₹25L | Annual Form 8 + Form 11 | Hard — VCs typically won’t invest in LLP |
| OPC | Solo founder, bootstrapping | Mandatory | Lighter than Pvt Ltd | No — converts to Pvt Ltd once turnover crosses ₹2 cr or paid-up ₹50L |
| Partnership | Lifestyle business, no growth ambition | Tax audit only | Light | No |
Default recommendation: Pvt Ltd if you intend to take external capital within 24 months (which most startups do); OPC if you’re a solo founder bootstrapping; LLP for services-led duos with no equity-raise plan; Partnership rarely.
The 90-day post-incorporation checklist
In approximate order:
- Open the current bank account (typically pre-arranged via AGILE-PRO-S)
- Bring in initial subscriber capital — issue shares within 60 days
- File INC-20A (Declaration of Commencement of Business) within 180 days — mandatory; failure invites penalties
- GST registration if turnover-threshold-crossing or voluntary (see /gst/gst-registration-thresholds/)
- Udyam Registration (MSME) — free, instant, almost every new company qualifies as Micro under the April 2025 revised thresholds; see the Udyam guide
- DPIIT Startup India recognition if eligible (within 10 years of incorporation + turnover < ₹100 cr + innovation criteria) — unlocks tax holidays, IPR rebates, and 50% trademark fee concession
- Bookkeeping setup — accounting software (Tally / Zoho Books / QuickBooks), monthly close discipline, segregation of personal vs business expenses
- ESIC + EPFO returns if employees crossed thresholds (10+ employees ESIC; 20+ EPFO)
- Quarterly TDS returns once TDS deduction starts
- First-year ITR (be aware of the 3-month vs full-year reporting nuance for mid-year incorporations)
- Annual ROC filing — AOC-4 (within 30 days of AGM) + MGT-7 (within 60 days of AGM)
- Statutory audit by ICAI-registered CA for first FY (mandatory regardless of size)
DIY vs use a service provider
DIY (₹4,000-₹8,000 all-in, excluding professional MoA/AoA signing): Genuinely viable if you have a CA / CS friend who can draft + sign the MoA / AoA, you’re comfortable reading the MCA V3 portal SPICe+ instructions, and your case is clean (2 standard directors, single-state registered office, no FDI complexity). The MCA portal UX is functional if dated.
Service provider (₹7,000-₹25,000 all-in): The right answer for first-time founders. IndiaFilings, Vakilsearch, LegalWiz, RegisterKaro, MyBillBook, and thousands of local CA / CS firms handle DSC + name + SPICe+ + post-incorporation paperwork. Quotes vary widely; cheapest is rarely best (corner-cutting on MoA / AoA quality bites later). For a stable provider with end-to-end MCA + post-incorporation handover, ₹10,000-₹15,000 is a fair market range.
How BatchWise positions on company incorporation
BatchWise does not incorporate companies. This is genuinely a scope where IndiaFilings, Vakilsearch, and local CA / CS firms are the right answer — they file thousands of SPICe+ submissions a month, have direct MCA relationships, and offer the post-incorporation bundle (bank, accounting setup, ITR / GST handover) as a continuous service. Our coordination scopes (BRSR / ESG assurance, AI Spend / Tax, SME compliance bundles) start after incorporation. Once you have a CIN, see the DIY vs hire CA guide for whether you need a full-service CA from Day 1 or can start with a lighter setup.
Frequently asked questions
What is SPICe+ and why is it the only form I need to file?
SPICe+ (Simplified Proforma for Incorporating Company electronically Plus, form INC-32) is the MCA's integrated web form for incorporating a company in India. It bundles ten separate registrations into a single filing on the MCA V3 portal: company incorporation (PAN + TAN + CIN), DIN allotment for first directors, GSTIN (optional, India-wide), EPFO and ESIC registration, opening of a current bank account (via partner banks), Profession Tax (Maharashtra), and Shops & Establishment registration (Delhi). Before SPICe+ (launched February 2020), each of these required a separate form and a separate trip to a different authority — taking 30-45 days. SPICe+ consolidates the workflow into a single MCA submission processed in 7-15 working days.
What are the minimum requirements to incorporate a private limited company?
Per Companies Act 2013 Sections 3, 4, and 149: (1) **Minimum 2 directors**, of whom at least one must be an Indian resident (defined as having stayed in India for at least 182 days in the previous financial year, per Section 149(3)). Maximum 15 directors. (2) **Minimum 2 shareholders**, who can also be the directors. Maximum 200 shareholders (foundational private-company cap). (3) **DSC (Digital Signature Certificate)** for every proposed director. (4) **DIN (Director Identification Number)** for every proposed director — for first directors, DIN is allotted as part of SPICe+ filing (up to 3 first directors). (5) **Registered office address** in India — owned, rented, or provided by a director / shareholder; ownership / NoC documents required. (6) **Authorised capital** — no statutory minimum since the 2015 amendment (was ₹1 lakh historically); typical practice is ₹1 lakh or ₹10 lakh. (7) **Name** — must end with 'Private Limited', must not be identical or too similar to an existing company / LLP / registered trademark, must follow MCA naming guidelines.
How much does it actually cost to incorporate a Pvt Ltd company in 2026?
All-in cost typically **₹7,000 to ₹25,000** for a standard 2-director company with ₹1-10 lakh authorised capital, depending on the state (stamp duty varies). Breakdown: **SPICe+ Part A name reservation:** ₹1,000 per submission (up to 2 names per submission); reservation valid for 20 days. **MCA registration fee:** ₹0 for authorised capital up to ₹15 lakh (per Companies (Registration of Offices and Fees) Rules 2014, as amended — the SPICe+ filing fee is waived in this band); a fixed ₹500 fee applies above ₹15 lakh, with slab-based add-ons for higher authorised capital (use MCA's [Fee Enquiry portal](https://www.mca.gov.in/mcafoportal/enquireFeePreLogin.do) for the exact figure). **Stamp duty on MoA / AoA:** state-specific — Delhi ₹1,000-₹1,500, Maharashtra ₹1,000-₹5,000, Karnataka ₹3,000-₹5,000, Tamil Nadu ₹1,000-₹2,000. **PAN + TAN:** ₹143 combined. **DSC class III for 2 directors:** ₹2,000-₹4,000 combined (provider-dependent). **Professional fee (CA / CS / agent):** ₹3,000-₹15,000 depending on coordination scope. DIY on MCA portal is genuinely possible for a founder comfortable reading the SPICe+ instructions — eliminates the professional fee.
How long does incorporation actually take?
**7 to 15 working days** end-to-end is the realistic range for a clean filing. Breakdown: **Day 0-1:** DSC issuance for directors (same-day if applying with same-day urgency; 1-2 days standard). **Day 1-4:** SPICe+ Part A name reservation — submitted on Day 1, approval typically Day 1-3 (sometimes Day 4 if the name needs MCA officer review). **Day 4-10:** SPICe+ Part B + linked forms (e-MOA, e-AOA, AGILE-PRO-S) filed; MCA processing takes 4-6 working days for a clean filing. **Day 8-15:** CoI (Certificate of Incorporation) issued with CIN, PAN, and TAN. If the filing has errors or the name is rejected, add 5-10 days for revision and re-submission. Many providers advertise 'incorporation in 7 days' — this is achievable for clean cases but rarely guaranteed; allow 15 days in your launch planning.
Should I incorporate as Private Limited, LLP, OPC, or Partnership?
Decision frame for early-stage Indian businesses. **Private Limited Company (Pvt Ltd):** the standard choice if you intend to raise external equity, issue ESOPs, or scale beyond a 2-3 person founding team. Mandatory statutory audit; annual ROC compliance (~₹15,000-₹50,000/yr); higher governance overhead. **Limited Liability Partnership (LLP):** lighter compliance, no mandatory audit until turnover ₹40 lakh / contribution ₹25 lakh; can't issue ESOPs or take VC equity easily; suited for service-led founder duos with no external-equity plan. **One Person Company (OPC):** single founder + nominee; converts to Pvt Ltd automatically once turnover crosses ₹2 crore or paid-up capital crosses ₹50 lakh; convenient for solo founders pre-revenue. **Partnership:** lightest compliance but unlimited liability — rarely the right answer for any business with growth ambition. Default recommendation: Pvt Ltd if you intend to take external capital within 24 months; OPC if you're a solo founder bootstrapping; LLP for service-led duos with no equity-raise plan.
Can a non-resident or foreign national be a director or shareholder?
Yes for shareholding (no restriction); conditional for directorship. Companies Act Section 149(3) requires **at least one director to be a resident** — defined as having stayed in India for ≥182 days in the previous financial year. Beyond that minimum, non-resident Indians (NRIs) and foreign nationals can be directors freely. For shareholders, there are no nationality restrictions, but **FDI compliance** kicks in: investment from non-residents triggers FEMA reporting obligations (Form FC-GPR within 30 days of share allotment), and sector-specific FDI limits apply (e.g. some sectors require government approval; some are 100% automatic-route). Many NRI / foreign-founder companies appoint a single Indian-resident professional director to satisfy Section 149(3) while keeping operational control with founder-directors abroad.
What happens after incorporation — what do I need to do in the first 90 days?
Twelve items in approximate sequence. (1) Open the current bank account (typically pre-arranged via AGILE-PRO-S in SPICe+). (2) Bring in initial subscriber capital — issue shares to subscribers within 60 days. (3) File INC-20A (Declaration of Commencement of Business) within 180 days of incorporation — mandatory; failure to file incurs penalties. (4) Apply for GST registration if turnover-threshold-crossing or voluntary. (5) Apply for Udyam Registration (MSME) — free, instant, see the [Udyam guide](/guides/udyam-msme-registration-india/). (6) Apply for DPIIT Startup India recognition if eligible (incorporation within 10 years + turnover under ₹100 cr + innovation criteria). (7) Set up bookkeeping — accounting software (Tally / Zoho Books / QuickBooks), monthly close discipline. (8) File ESIC + EPFO returns if employees crossed thresholds. (9) Quarterly TDS returns once you start deducting TDS. (10) ITR for the first FY (if incorporated mid-year, the first FY runs to 31 March — be careful of the 3-month vs full-year reporting nuance). (11) Annual ROC filing (AOC-4 + MGT-7) within prescribed deadlines after AGM. (12) Statutory audit by an ICAI-registered CA for the first FY.
Do I need a CA / CS to incorporate, or can I do it myself?
Legally, you can DIY on the MCA V3 portal. Practically: SPICe+ requires DSC-signed e-MOA + e-AOA + the linked forms, and **the MoA / AoA must be drafted by a professional** (CA / CS / advocate) and digitally signed by them per Companies (Incorporation) Rules. So even the cleanest DIY filing requires one professional signature. Service providers (IndiaFilings, Vakilsearch, MyBillBook, LegalRaasta, RegisterKaro, plus thousands of local CAs / CS firms) charge ₹3,000-₹15,000 for end-to-end coordination — handling DSC procurement, name reservation, MoA / AoA drafting, SPICe+ filing, follow-up with MCA. For a first-time founder with no MCA experience, the professional fee is well spent; the time and error-risk savings justify it. For repeat founders or those incorporating a sister entity, DIY-with-CS-signature-only is genuinely viable.
What if my proposed company name is rejected?
Name rejection happens for one of: (a) **identical / deceptively similar to an existing company or LLP** — MCA's name-search captures this automatically; rectify by adding a distinctive prefix or suffix; (b) **conflict with a registered trademark** — even if no MCA entity holds the name, an existing trademark holder can block it; (c) **violates MCA naming rules** — uses restricted words (Bank, Insurance, Stock Exchange, etc.) without prior approval, uses words requiring government NOC (e.g. 'National', 'Union', 'Republic'); (d) **descriptive or generic** — same constraints as trademarks. SPICe+ Part A lets you submit **2 names per submission**; if both are rejected, you re-submit with 2 new names (another ₹1,000). To reduce rejection risk: run the name through MCA's [Check Company Name](https://www.mca.gov.in/) tool, then through IP India's [Public Search](https://ipindiaonline.gov.in/) for trademark conflicts, before submitting. Most experienced incorporators clear 1-2 rounds before finalising a name.