Private Limited Company Registration Documents: Full Checklist

For a private limited company you need, from every director and shareholder, a PAN, an identity proof, a recent address proof and a digital signature. For the registered office you need a utility bill not older than two months, plus ownership proof, or a rent agreement with the owner's no-objection letter if the place is rented.

What does each director and shareholder need?

The first shareholders are called subscribers, because they subscribe to the company's first shares. In most small companies the directors and the subscribers are the same two people, so one set of papers per person covers both roles.

Why the two-month rule? The Ministry of Corporate Affairs (MCA) wants proof of where the person lives now, not where they lived last year. Its own guidance lists an old address proof, or a passbook without the transaction sheet, as a reason for rejection.

What proves the registered office?

The registered office is the address where official letters reach the company. It can be a home. Rule 25 of the Companies (Incorporation) Rules, 2014 asks for proof of your right to use the place and proof that the place exists.

Three details trip people up here:

• The NOC should name the proposed company, spelt exactly as applied for, and be signed by the actual owner.
• The utility bill may be in the owner's name, but the address on it must be complete and must match the address typed in the form.
• A bill in a regional language needs an English translation attached.

Rule 25 also mentions a rent receipt not older than one month with a rent agreement, so keep the latest receipt handy. If you rent, our note on rented premises documents for GST covers the same papers from the tax side.

Do you need photographs?

MCA says the incorporation form itself does not need the subscribers' photographs. So the AprilTax form does not ask for them. The agency issuing the digital signature verifies the person in its own process, and after incorporation Form INC-20A asks for a photograph of the registered office, outside and inside, with at least one director in it.

What if a director or shareholder is a foreign national or lives abroad?

Then the papers need attesting, and how depends on the country.

• Commonwealth country: attested by a notary public of that country.
• Country that has signed the Hague Apostille Convention: notarised and then apostilled there.
• Any other country: notarised and then authenticated by the Indian embassy or consulate.

This applies to the identity proof, the proof of residence and any document signed outside India. A foreign subscriber without a valid business visa cannot use the electronic MOA and AOA, so signed and apostilled copies are attached. A foreign national without a PAN gives the passport as identity proof. Remember too that one director must have stayed in India for 182 days or more in the financial year. Budget extra weeks for this route.

What should you decide before you collect papers?

Documents are half the job. The form also asks for decisions:

• One or two proposed names, in order of preference.
• What the business will do, in plain words.
• Authorised capital, and who holds how many shares.
• The full registered office address, and whether it is owned or rented.
• How many directors already hold a DSC.

The AprilTax form asks for exactly these, and for a nominee's PAN and Aadhaar if you choose a one person company.

A worked example: is this bill too old?

Kavya and Rohit plan a company with Rs 1 lakh authorised capital. The office is a shop Rohit rents at Rs 12,000 a month. They pay Rs 1,000 and get the name approved on 10 November, so it is held until 30 November.

They upload on 5 December with an electricity bill dated 20 September. Two things have gone wrong. The bill is more than two months old, and the name lapsed five days earlier. Extending the name before 30 November would have cost Rs 1,000. Now they start the name again and pay a fresh Rs 1,000. The fix was free: download the November bill and file by the 30th.

The mistake people usually make

Sending whatever is at hand and hoping a query will tell them what is missing. MCA allows two resubmissions. After that the application fails and you start over. Its guidance lists the usual reasons for rejection:

• Scans that cannot be read.
• Office address in the form different from the address on the proof.
• NOC or rent agreement missing, not signed by the owner, or carrying the wrong company name.
• A bill from a private provider with no sale deed or lease deed to support it.
• PAN or address proof of a director without a DIN left out.
• A signature pasted as an image into a document. MCA treats this as possible fraud, not as a clerical slip.

Check each paper against this list before you send it. Once the certificate arrives, the next steps are in our guide to the registration process.

Frequently asked questions

Read next