Private Limited Company Registration

What is a Private Limited Company?

A Private Limited Company (PLC) is a type of business entity that offers limited liability to its shareholders and restricts the ownership transfer of shares. It is regulated under the Companies Act, 2013, and is ideal for small to medium-sized businesses looking for a formal structure and limited liability protection.

Benefits of Registering a Private Limited Company

• Limited Liability: Shareholders’ personal assets are protected; liability is limited to the amount invested.
• Separate Legal Entity: The company has its own legal identity, separate from its owners.
• Perpetual Existence: The company continues to exist even if the ownership changes.
• Ease of Raising Capital: Easier to attract investors and raise funds.
• Credibility: Enhances business credibility and trust among stakeholders.

Eligibility Criteria

• Directors: Minimum of 2 directors and a maximum of 15. At least one director must be a resident of India.
• Shareholders: Minimum of 2 shareholders and a maximum of 200.
• Capital: No minimum capital requirement; however, the company must have an authorized capital.

Documents Required for Registration

1. For Directors and Shareholders:
   • PAN Card
   • Aadhaar Card or Voter ID
   • Passport-sized photographs
   • Address proof (Bank statement, utility bill)
2. For Registered Office:
   • Proof of address (Rent agreement or sale deed)
   • NOC from the property owner
   • Utility bill (not older than 2 months)
3. Additional Documents:
   • Digital Signature Certificate (DSC)
   • Director Identification Number (DIN)
   • Memorandum of Association (MOA)
   • Articles of Association (AOA)

Steps for Private Limited Company Registration

1. Obtain Digital Signature Certificate (DSC):

   • All directors must obtain a DSC from government-recognized certifying authorities. This is used to sign electronic documents.

2. Apply for Director Identification Number (DIN):

   • Apply for DIN using the SPICe (Simplified Proforma for Incorporating Company Electronically) form.

3. Name Reservation:

   • Use the RUN (Reserve Unique Name) service on the MCA (Ministry of Corporate Affairs) portal to reserve the company name. Ensure the name is unique and adheres to naming guidelines.

4. Prepare MOA and AOA:

   • Draft the Memorandum of Association (MOA) and Articles of Association (AOA). These documents outline the company’s objectives, rules, and regulations.

5. Fill SPICe Form:

   • Fill the SPICe form (INC-32) along with e-MOA (INC-33) and e-AOA (INC-34). Attach all required documents and submit them on the MCA portal.

6. Payment of Fees:

   • Pay the requisite government fees and stamp duty based on the authorized capital of the company.

7. Verification and Approval:

   • The Registrar of Companies (ROC) will verify the documents and forms. Upon approval, the Certificate of Incorporation (COI) is issued.

8. Apply for PAN and TAN:

   • Apply for the company’s Permanent Account Number (PAN) and Tax Deduction and Collection Account Number (TAN) through the NSDL portal.

Post-Registration Compliance

• Open Bank Account: Open a bank account in the name of the company using the COI, MOA, AOA, and PAN.
• Issue Share Certificates: Issue share certificates to the shareholders within 60 days of incorporation.
• Commencement of Business: File the declaration for the commencement of business (Form INC-20A) within 180 days of incorporation.
• Statutory Registers: Maintain statutory registers, including the register of members, directors, and charges.
• Annual Compliance: File annual returns and financial statements with the ROC. Hold annual general meetings (AGM) and board meetings as required.

Conclusion

Registering a Private Limited Company provides a solid foundation for your business, offering legal protection, credibility, and growth opportunities. By following this user-friendly guide, you can navigate the registration process efficiently, ensuring compliance with all legal requirements. If you have any specific questions or need further assistance, consulting with a legal expert or professional advisor is recommended.