Company and LLP Registration Online – How to Register & Incorporate a Company and LLP in India

India offers significant opportunities for global businesses and investors. If you are considering entering the Indian market, registering an entity is a critical first step. Over the years, the registration process has been streamlined to promote ease of doing business. Let us walk you through the complete registration process for two key business entities in India. It covers everything from choosing the right business structure to the specific steps required to register a company or LLP.

Quick Summary: Steps for Company and LLP Registration in India

Step	Description
Step 1	Choose the right business entity (, LLP, Pvt Ltd, etc.)
Step 2	Reserve business name and file incorporation application (SPICe+ or FiLLiP)
Step 3	Obtain PAN and TAN from the Income Tax Department
Step 4	Open a company bank account and bring in initial capital
Step 5	Register for GST and other licenses as required (Shops Act, EPF, etc.)

 

Complete Steps In the Formation Of A Company

Company formation in India involves several critical steps, starting with selecting the appropriate business entity that aligns with your goals. Listed below are the step-by-step procedures for company formation in India.

Step 1: Choose the Right Business Entity  in India

Selecting an appropriate business entity is the foundational step when registering a company in India. It determines your legal status, compliance obligations, investment options, and liability. India offers several types of business entities, each with its own features and suitability for different situations. 

Step 2: Fulfill Key Requirements (Documents Required For Company Registration, Digital Signatures, etc.)

Once you have chosen the business structure, prepare the necessary prerequisites to register the entity officially:

• Name Reservation: Decide on a unique name for your business. Company names must adhere to the Companies Act rules – a proposed name should not infringe on trademarks and typically must include a word relevant to the business, plus a suffix indicating the entity type.

 You can check name availability on the MCA portal and through trademark databases. You must decide on a name relevant to your business with a suffix that indicates the entity type. 

It’s wise to have a few alternatives if your first choice is rejected. You can reserve the name for companies by filing Part A of the SPICe+ form online. 

• Digital Signature Certificates (DSC): Since almost all registration filings in India are online, you will need digital signatures for the key people involved, specifically for all proposed directors of a company or designated partners.
• Director Identification Number (DIN): A DIN is a unique ID number for individuals who serve as directors on an Indian company’s board. If you are incorporating a new company, you don’t need to apply for a DIN separately. 

 It is now auto-allotted as part of the company registration (SPICe+) process. In the incorporation form, you must provide the required personal details and proof of identity.

Step 3: Lodging the Incorporation Documents with Government Departments

Once you have prepared all the necessary documents and gathered the prerequisites, you must submit the incorporation documents to the relevant government departments for approval. This is a crucial step in the company registration process in India.

• Submitting the Incorporation Documents

For Private Limited Companies, the incorporation documents must be submitted through the Ministry of Corporate Affairs (MCA ) portal. The appropriate form filings include the following:

1. Director Identification Number (DIN) and Digital Signature Certificate (DSC) for the proposed directors:
   • DIN is required for individuals who will serve as directors on the company’s board. It’s now auto-allotted as part of the registration process through the SPICe+ form.
   • All the proposed directors must obtain a Class 3 DSC to digitally sign and submit the application forms online.
2. Name Reservation:
   • Choose a unique company name that complies with the Companies Act regulations. You can check name availability on the MCA portal and trademark databases.
   • Name reservation is handled through Part A of the SPICe+ form..
3. Memorandum of Association (MOA) and Articles of Association (AOA):
   • These documents outline the company’s scope of business and the rules governing its operation. They must be filed along with the incorporation documents.
4. Proof of Registered Office Address:
   • You will also need to provide proof of the registered office address where the business will be conducted. This could be a utility bill or a rent agreement.
5. Other Documents (if applicable):
   • You may be required to submit additional documents depending on the nature of your business and the type of entity. For example, foreign entities may need to submit proof of compliance with Foreign Direct Investment (FDI) regulations and approvals from the Reserve Bank of India (RBI).

Filing the Forms

• Once all documents are prepared, you must file the required SPICe+ (for companies) or FiLLiP for LLPs) form online via the MCA port.
  

Step 4: Obtain Permanent Account Number (PAN) and Tax Account Number (TAN)

After incorporation, you must secure the following:

• Permanent Account Number (PAN): Mandatory for all businesses in India.
• Tax Deduction and Collection Account Number (TAN): Required for businesses that deduct tax at source (TDS).
• For Private Limited Companies, both PAN and TAN are issued along with the certificate of incorporation. For other business entities, PAN must be applied for through the Income Tax Department, while TAN should be applied for separately if your business is subject to TDS.

Step 5: Open a Bank Account and Bring in Capital

Open a Bank Account and Inject/ Infuse  Capital. After receiving the certificate of incorporation and PAN, you should:

• Open a Current Account in the company’s name for business transactions.
• Deposit the Initial Capital as agreed upon for shareholding into the company’s bank account.
• If your business involves foreign investment, report the FDI to the RBI. You must submit the FC-GPR form within 30 days of share allotment.

Step 6: Register for GST and Other Business Licenses

1) GST Registration: is required if your annual turnover exceeds the prescribed threshold (approximately ₹40 lakh for goods and ₹20 lakh for services; may vary from state to  state).

Even if your annual turnover is below the threshold, voluntary registration is advisable to avail Input Tax Credit benefits and avoid future compliance issues.

2) Shops and Establishments Registration:is required in most states for businesses operating from a physical location.

3) Professional Tax Registration: is applicable in certain states. Registration must be completed within one month of commencement of business operations.

4) EPF and ESIC Registration: These registrations are mandatory if employee strength is more than 20. Accordingly register under the Employees’ Provident Fund (EPF) and Employees’ State Insurance Corporation (ESIC) schemes.

INDIA LLP SET UP PROCEDURE

Setting up a Limited Liability Partnership (LLP) in India involves a well-defined process to ensure compliance with legal and regulatory requirements. Follow these steps to set up your Limited Liability Partnership (LLP) in India:

Step 1: Check the Availability of the Proposed LLP Name and Obtain Digital Signature Certificates

1. Check the Availability of the LLP Name:
   • Ensure the proposed name for your LLP is unique and complies with the guidelines of the Limited Liability Partnership Act, 2008. You can check the name availability using the RUN LLP service on the MCA portal.
2. Obtain Digital Signature Certificates (DSC):
   • Digital Signature Certificates are required for all designated partners of the LLP. The DSC is mandatory for signing the incorporation documents online.

Step 2: Lodge the Incorporation Documents

• Submit the Incorporation Documents:
  • Prepare and submit the necessary incorporation documents, including the Designated Partner Identification Number (DPIN) application, which is required for all designated partners.
  • Upon receiving the signed originals, lodge the documents with the relevant government departments via the MCA portal.

Step 3: Obtain Certificate of Incorporation

• Certificate of Incorporation:
  • After the application is reviewed and approved by the Ministry of Corporate Affairs (MCA), you will receive the Certificate of Incorporation for the LLP.
  • This certificate acts as the official proof of your LLP’s registration and legal existence.

Step 4: Draft and File the LLP Agreement

• Draft the LLP Agreement:
  • The LLP Agreement outlines the partners’ roles, responsibilities, and duties and the LLP’s operational guidelines.
  • Once the agreement is drafted, it must be filed with the relevant authorities as part of the formal registration process.

Step 5: Application for PAN and GST Number

1. Apply for PAN:
   • Permanent Account Number (PAN) is required for tax purposes and must be applied for after receiving the Certificate of Incorporation.
2. Apply for GST Registration:
   • GST registration is mandatory for LLPs with annual turnover exceeding the prescribed threshold.

Comparison of Business Structures in India

Structure	Best For	Liability	Foreign Ownership
LLP (Limited Liability Partnership)	Professionals, joint ventures	Limited	Allowed (100% FDI in many sectors)
Private Limited Company	Startups, foreign subsidiaries	Limited	100% FDI (most sectors)
One Person Company (OPC)	Solo founders (Indian citizens/NRIs)	Limited	Not for foreign nationals
Public Limited Company	Large enterprises, IPO plans	Limited	Allowed with conditions
Branch/Liaison Office	Foreign companies testing Indian market	Limited (parent company liable)	Requires RBI approval
Subsidiary Company	Full-scale operations in India	Limited	100% ownership allowed

Note: For most foreign investors and startups, Pvt Ltd or LLP strikes the best balance between ownership, liability, and ease of doing business.

Conclusion

Incorporating a company in India may seem daunting, but with the right guidance and understanding of the company formation procedure, it becomes far simpler. With the digital tools, regulatory updates, and incentives in place, now is a great time for foreign investors and Indian entrepreneurs to register a business in India. By following the steps outlined above, including company registration with SPICe+ and completing essential post-incorporation tasks like obtaining a company incorporation certificate, your journey towards building a thriving business in India can be smooth and efficient.

If you need help with the company formation procedure, don’t hesitate to reach out to InCorp India, your partner in navigating the complexities of business setup in India.