Documents Required for Private Limited Company Registration in India: The SPICe+ Checklist That Prevents Rejection

Most private limited registrations do not fail on the law. They fail on a scan. A PAN that spells your name one way, an Aadhaar that spells it another, a utility bill three months old, a landlord's NOC nobody thought to ask for. The Registrar does not phone you to sort it out. The form comes back, the clock restarts, and your launch date slips by weeks.

In short: to register a private limited company in India you need, for every director and shareholder, a PAN, an identity proof, an address proof not older than two months, a photograph and a Class 3 digital signature; for the registered office, a utility bill not older than two months, the owner's no-objection certificate and a rent agreement if the premises are rented; and inside SPICe+, signed DIR-2 consents, the INC-9 declaration and the electronic memorandum and articles. Gather all of it before you open the form, and the filing itself is the easy part.

First, the shape of the company you are building

A private limited company needs at least two directors and two shareholders. The same two people can be both. It cannot have more than 200 members, and at least one director must have stayed in India for 182 days or more in the previous financial year. There is no minimum capital any more — you can start with a small authorised capital and raise it later — and the name must end with "Private Limited".

I say this first because it decides your document list. A two-founder company needs two full KYC sets. Add a third director and you need a third. Add an investor as a shareholder who is not a director, and that person needs a KYC set too, even though they will never sign a board paper. Count people, then count papers.

Documents for every director and shareholder

For each Indian director and shareholder, keep these ready as clean, legible scans:

• PAN card — mandatory for Indian nationals, and the anchor document. The name and date of birth on it are what the MCA portal checks everything else against.
• Identity proof — Aadhaar, passport, voter ID or driving licence.
• Address proof not older than two months — a bank statement, utility bill or mobile bill. The two-month rule is the one founders trip over most, because the bill in the drawer is usually from last quarter.
• Recent passport-size photograph in colour, on a plain background.
• Email address and mobile number for each person — these carry the OTPs and the MCA correspondence, so use addresses you actually check.
• Class 3 Digital Signature Certificate (DSC) for every director who will sign. SPICe+ is a web form, and the DSC is how you sign it. Budget roughly ₹1,000 to ₹2,000 per person from a licensed certifying authority; that is a private cost, not an MCA fee.

Then the two signed papers. Every proposed director signs Form DIR-2, consent to act as a director. Every subscriber and first director signs the INC-9 declaration, which SPICe+ generates for you — it confirms, among other things, that the person is not disqualified from being a director. These are not formalities to rush. A DIR-2 signed by the wrong person, or an INC-9 with a mismatched name, is a resubmission waiting to happen.

Here is the rule I give every founder, and it sounds fussy until it saves you a month: make every document agree, letter for letter. Think of it like airport check-in. If your boarding pass says "Vijay Kumar" and your passport says "Vijaykumar", you are not flying until someone fixes it. The MCA portal works the same way. PAN, Aadhaar and address proof must carry the same name and the same date of birth. Middle names, initials, an expanded surname — pick one version and use it everywhere, then check the scans before you upload them.

Documents for the registered office

The company needs a real Indian address it can prove. You need three things, and the third is the one people forget:

• A utility bill not older than two months — electricity, water or gas, in the property owner's name.
• A no-objection certificate (NOC) from the property owner, signed, permitting the premises to be used as the company's registered office. You need this even if the office is a director's own home, and if the property is jointly owned, every owner signs.
• A rent or lease agreement, if the premises are rented. If the company itself owns the premises, a sale deed or property tax receipt serves instead.

One practical escape hatch exists. If your office is not ready yet, you can give a correspondence address in SPICe+ and file the registered office address within 30 days of incorporation in Form INC-22. Treat that as a fallback, not a plan — it adds a filing, a fee and a deadline to your first month, when you already have enough of those.

What SPICe+ itself produces

SPICe+ is one integrated form on the MCA V3 portal, in two parts. Part A reserves the name. Part B is the incorporation itself, and it pulls in several things at once: DIN allotment for up to three first directors, PAN and TAN for the new company, and the linked AGILE-PRO-S registrations for EPFO, ESIC, GST and a bank account where you opt in.

Inside Part B, the memorandum and articles are filed electronically as e-MoA (INC-33) and e-AoA (INC-34). If your structure is unusual — special investor rights, differential voting, a complex objects clause — you can file a custom MoA and AoA instead of the standard electronic ones. Decide this before you file, not during. Rewriting the articles after incorporation is a different, slower job.

Finally, the whole application needs certification by a practising professional — a chartered accountant, company secretary or cost accountant — who signs with their own DSC. That signature is the portal's quality check. It is also why a professional reviews your papers before submission: they are putting their name to them.

If a director or shareholder lives abroad

Foreign nationals follow the same list with one extra layer. The passport is the identity document, and documents executed outside India must be notarised and, depending on the country, apostilled under the Hague Convention or consularised through the Indian embassy. A foreign subscriber without a DSC cannot sign the electronic MoA and AoA directly; in that case physical MoA and AoA, duly notarised and apostilled, are scanned and uploaded instead.

Start this paperwork early. Apostille timelines vary by country, and they are the most common reason a cross-border incorporation runs long. The Indian side of the filing takes days. The foreign attestation can take weeks.

What the government actually charges

Here is the pleasant surprise, and the trap inside it. The SPICe+ filing fee is nil for companies with authorised capital up to ₹15 lakh. Reserving a name separately through Part A costs ₹1,000. What you still pay is state stamp duty on the MoA and AoA, which varies by state and by authorised capital, plus the DSC costs above.

The trap is over-capitalising on paper. Stamp duty is charged on authorised capital, not on the money you actually put in. Founders sometimes declare ₹1 crore of authorised capital to look substantial, then pay duty on every rupee of it. Start with authorised capital matched to what you need in the next year or two. You can increase it later with an ordinary resolution and Form SH-7, when the business actually needs it.

On timing, a clean application — papers ready, DSCs registered on the portal, name pre-cleared — typically moves from submission to certificate of incorporation in about 7 to 10 working days. A rejected name or a mismatched document can stretch that to three or four weeks. That gap is almost entirely a documents gap, which is why this checklist exists.

Five mistakes that send applications back

One, a name mismatch between PAN and Aadhaar. Fix the source document first; do not try to explain it in the form. Two, an address proof older than two months. Pull a fresh bank statement the week you file. Three, a missing or unsigned NOC — including, very commonly, the NOC for a director's own flat, where everyone assumes none is needed. Four, letting the Part A name approval lapse. It is valid for 20 days; if Part B is not filed inside that window, the name and the ₹1,000 fee lapse and you start again. Five, a vague objects clause. The MoA objects decide your NIC code and, later, what business the company can legally do. Write what you actually plan to sell, not a paragraph that covers everything.

After the certificate arrives

The certificate of incorporation, with the company's CIN, PAN and TAN, is not the finish line. Within 30 days, hold the first board meeting. Within 15 days of that meeting, file the auditor's appointment in Form ADT-1. And within 180 days of incorporation, once the subscription money is in, file the INC-20A commencement declaration — without it, the company cannot legally start business or borrow. If you want the full first-month sequence in one place, our first annual filing walkthrough and the compliance calendar lay out what falls due and when.

Gather the papers first, check that every name matches, get the NOC signed before you need it. Do that, and registration becomes what it should be: a week's paperwork, not a month's argument with a portal. If you would rather hand the whole file over, our private limited company registration service takes it from documents to certificate — and if you are still deciding between structures, read how directors are added later before you fix your first board, because changing it afterwards costs a filing every time.

Frequently asked questions

Is PAN mandatory for every director?

Yes, for Indian nationals. PAN is the anchor identity document for SPICe+, and the portal validates the name and date of birth on it against the other proofs. A foreign national uses a passport instead, with notarisation and apostille or consularisation as applicable.

Can I use my home address as the registered office?

Yes. A home address works, provided you can prove it: a utility bill not older than two months and a signed NOC from the owner. If you own the flat jointly, every owner must sign the NOC. If you do not have the address ready, you can file it later in Form INC-22 within 30 days of incorporation.

How many DINs does SPICe+ allot?

SPICe+ allots DINs for up to three first directors during incorporation. Directors who already hold a DIN use their existing number, and the form is filed with those details instead.

Is the MCA fee really nil?

The SPICe+ filing fee is nil up to ₹15 lakh of authorised capital. You still pay ₹1,000 for a separate Part A name reservation, state stamp duty on the MoA and AoA, and DSC costs for each signing director. Above ₹15 lakh, a slab-based MCA fee applies.

What happens if my name approval expires?

A Part A name approval is valid for 20 days. If Part B is not filed within that window, the approval lapses along with the ₹1,000 fee, and you must reserve the name again before filing.