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Procedure of Incorporation of Private Company in India





Minimum requirements for the Private Limited Company

  • Minimum 2 Directors

  • Minimum 2 Shareholders (Directors & Shareholders can be the same)

  • Minimum paid-up capital of Rs. 1,00,000/-

  • DIN for all Directors

  • Digital Signatures for all Directors

  • Consent from subscriber or director

  • Proof of Registered Address

  • NOC from the owner of the premises (If rented)


Procedure for company registration is divided into the following steps:

Step 1 - Obtain Digital Signatures

Step 2 - Application for DIN in the form DIR-3

Each individual intending to be appointed as director of a company shall make an application for the allotment of Director Identification Number in form to the Central Government in such form and manner and along with such fees as may be prescribed.


Step 3 - Check for company name availability

Select, in order of preference, not less than four suitable names, indicative of the primary company objectives.


Step 4 - Application for Name Availability

  • Apply to the concerned ROC to ascertain the availability of the company name on the INC-1 form, part of the General Rules and Forms along with a fee.

  • After the applicant’s proposed company name approval, ROC will issue a Name availability Letter w.r.t. the approval of the availability of a name for the proposed company. The name will be valid for 60 days from the date on which the application for the reservation was made. The applicant can apply for the registration of the new company by filing the required forms INC-1 within six months of the name approval date.


Step 5 - Drafting MOA & AOA

  • Arrange for stamping of the Memorandum and Articles with the appropriate stamp duty.

  • Get the Memorandum and Articles signed by at least two subscribers in their own hands, their fathers’ names, occupations, and addresses, and finally the number of shares subscribed for. At least one person must witness this document.

  • Ensure that the Memorandum and Articles document is dated later the date of stamping.

  • The main objectives should match with the goals shown in e-form INC-1.

  • The Memorandum should be in the respective forms as prescribed in Tables A, B, C, D and E in Schedule-1 as applicable to a company.

  • The articles should be in respective forms as prescribed in Table F, G, H, I and J in Schedule-1 as applicable to a company.


Step 6 - Filing various forms in ROC

  1. The Memorandum of Association (duly stamped) and a duplicate thereof

  2. The Articles of Association (duly stamped) and a copy thereof

  3. The Declaration by Professional in INC-8

  4. An affidavit from the applicant for the Memorandum in Form INC-9

  5. Proof of residence

  6. Proof of identity

  7. The verification of the subscribers’ signatures on Form INC-10

  8. A copy of the letter from the Registrar of Companies stating the availability of the company’s proposed name

  9. The e-Form No. 1 (with prescribed stamps) for the incorporation of a company

  10. The receipt indicating the payment of the prescribed registration and filing fee.


Step 7 - Payment of form fees and stamp duty

After filing the documents on the MCA online portal, the necessary fees must be paid.


Step 8 - ROC verifies the forms and attachments

After the receipt of the forms along with applicable fees, ROC scrutinizes and verifies all the documents and attachments and suggests any changes, if required.


Step 9 - ROC issues the Certificate of Incorporation

If the registrar is satisfied that the company has complied with all the requirements, it will register the company and issue a Certificate of Incorporation. The date mentioned on the certificate is the date of the company’s incorporation.

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