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Incorporation of an Indian company

Written By

Garima Mitra, Pooja Savla

Published on

June 13,
2023

Last updated on

February 7, 2025
18:39

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https://treelife.in/legal/incorporation-of-an-indian-company/

Quick Summary

Incorporating a company in India involves a structured process governed by the Companies Act, 2013. The key steps include:

Obtain Digital Signature Certificates (DSC): Acquire DSCs for all proposed directors and shareholders by submitting their Aadhaar or PAN cards, contact details, and photographs.
Name Reservation: File the SPICe+ Part-A form with two proposed company names and a brief description of the business activities to reserve a unique name.
File Incorporation Documents: Complete SPICe+ Part-B by providing detailed information about shareholders, directors, share capital, and the registered office address. For foreign directors or shareholders, ensure KYC documents are apostilled and notarized in their home country.
Post-Incorporation Filings:
- – Form ADT-1: Appoint an auditor within 30 days of incorporation.
- – Form INC-20A: File a declaration for the commencement of business within 180 days of incorporation, accompanied by a bank statement showing the receipt of subscription money from subscribers.
Additional Registrations: Depending on the business requirements, obtain necessary registrations such as GST, Professional Tax, and Shops & Establishment registration.

Adhering to these steps ensures legal compliance and a smooth start for your business operations in India.

Blog Content Overview

1 Pre-requisites for incorporation
2 Incorporation process
3 Post – incorporation process

Pre-requisites for incorporation

Proposed Name	•Name to be available and unique. Should contain the nature of business •Minimum 2 names to be proposed
Share Capital	•Authorized and paid-up share capital to be determined •Sample capital structure: -10,000 equity shares of INR 10 per share -Total paid-up capital of INR 100,000 -Total authorized capital of INR 1,000,000
Directors	•Minimum 2 directors required •Minimum 1 director to mandatorily be Indian resident
Shareholders	•Minimum 2 shareholders required
Registered Office Address	•Commercial property/office location required as registered address •Services of co-working office spaces can also be availed for virtual office address

Incorporation process

Step 1 – Obtain DSC of directors & shareholders

Approx TAT: 2 Days Key documents/information required to be filed: Aadhar/PAN card, contact no. & email address and photo of individual

Step 2 – File for name application

Approx TAT: 3 Days Form: Spice+ Part-A Key documents/information required to be filed:

a. 2 proposed names of company b. NIC code along with 2-3 sentences about proposed business of company

Step 3 – File incorporation documents

Approx TAT: 1 Days Form: Spice+ Part-B Key documents/information required to be filed:

A. Shareholder and director details + KYC proofs

KYC documents of foreign director and shareholder need to be apostilled and notarized in home country

B. Company details – Share capital (authorized and paid up), registered office address, email address and contact no.

Note: TAT is subject to MCA website

On approval of spice forms, company incorporation is complete
Certificate of incorporation, PAN, and TAN are issued to the company
Company can open bank account

Post – incorporation process

STEP 1 – Post incorporation filings

A. FORM ADT 1 Approx TAT: 2 Days Key documents and information required to be filed:

– Auditor details – Name of auditor/auditor’s firm along with partner’s name, PAN, Membership no., registered address, email address, written consent & certificate stating he/she is not disqualified for appointment

– Company’s board resolution appointing such auditor B. FORM INC 20A Approx TAT: 2 Days Key documents/information required to be file: Bank statement of company showing inward receipt of subscription money from subscribers

Company can issue share certificates to its shareholders

STEP 2 – RBI filing in case of foreign investor

Form: FC-GPR Approx TAT: 2 Days* (*2 days from receipt of FIRC and KYC from AD bank) Key documents/information required to be filed: FIRC and KYC for the fund transfer in foreign exchange entity master registration and business user registration to be obtained on FIRMS portal

Obtain initial registrations:

Shops & establishment registration
Profession tax registration
GST registration
Udyog Aadhar/MSME registration
Startup India registration
Angel tax exemption

For further details on licenses and registrations, refer to the document attached here.

About the Author

Garima Mitra

Co-founder | garima@treelife.in

Spearheads Transactions, Contracts, and Compliance verticals. Combines expertise in business law and a passion for social impact to shape the legal and financial ecosystem for startups.

Pooja Savla

Principal Associate | Transactions | pooja.s@treelife.in

Specializes in transaction advisory, including mergers and acquisitions, investment structuring, and corporate legal matters. Combines a strong background in law and finance to drive seamless transactions and business growth.