PRIVATE LIMITED COMPANY (PVT. LTD.) REGISTRATION

1. Introduction

A Private Limited Company (Pvt. Ltd.) is a separate legal entity under the Companies Act, 2013, which allows a business to operate with limited liability, a distinct corporate identity, and ownership shared among a small group of shareholders. It is popular for startups, SMEs, and growing businesses due to credibility, fundraising ability, and investor confidence.

2. Key Features of a Private Limited Company

  • Separate legal entity
  • Limited liability for shareholders
  • Minimum 2 shareholders and 2 directors
  • Maximum 200 shareholders
  • Perpetual succession
  • Shares cannot be freely transferred to the public
  • Name ends with 'Private Limited'
  • High credibility and investor confidence

3. Advantages of Private Limited Company

  • Limited Liability Protection
  • Separate Legal Entity
  • Easy Fundraising
  • Perpetual Existence
  • Professional Image
  • Ownership Flexibility
  • Tax Benefits

4. Eligibility Criteria

  • Minimum 2 directors and 2 shareholders
  • Maximum 200 shareholders
  • At least 1 Indian resident director
  • Unique company name approved by MCA
  • Registered office in India

5. Documents Required for Registration

  • For Directors/Shareholders: PAN, Aadhaar, Photo, Email, Mobile, Address Proof
  • For Registered Office: Utility Bill, Rent Agreement, NOC
  • Other Documents: Subscriber Sheet, MOA, AOA

6. Registration Procedure

  1. Obtain DSC
  2. Obtain DIN
  3. Name Approval via RUN/SPICe+
  4. File Incorporation Forms (SPICe+ Part B)
  5. Certificate of Incorporation
  6. PAN & TAN
  7. Open Bank Account

7. Contents of MOA & AOA

  • MOA (Memorandum of Association): Company name, registered office, objectives, liability of members, capital structure & shareholding
  • AOA (Articles of Association): Internal rules, management, rights & duties of shareholders, appointment/removal of directors, dividend & meeting rules

8. Compliance After Registration

  • Annual General Meeting (AGM) if applicable
  • Annual Return (Form MGT-7)
  • Financial Statement (Form AOC-4)
  • Income Tax Return
  • GST Registration if applicable
  • Maintain statutory registers and minutes
  • Update changes in directors/shareholding (Forms DIR-12, SH-7)

9. Taxation

  • Corporate Tax: 22% (new regime) / 25% (turnover < ₹400 crore)
  • Dividend Distribution Tax abolished
  • MAT applicable if profits exceed threshold

10. Advantages over OPC & LLP

  • Private Limited: Separate entity, 2–200 shareholders, easy fundraising, high credibility
  • OPC: Separate entity, 1 shareholder, limited fundraising, moderate credibility
  • LLP: Separate entity, no max limit, moderate fundraising, moderate credibility

11. When to Choose Private Limited Company

  • Startups planning to raise investment
  • Businesses targeting large clients
  • Companies planning expansion/multiple branches
  • Tech & product-based startups
  • Professional firms requiring corporate credibility

12. Conclusion

Private Limited Company Registration is preferred for businesses seeking credibility, scalability, investor funding, and legal protection. Properly drafted MOA & AOA along with strict compliance ensures smooth operation and long-term growth.

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