Documents Required to Register a Private Limited Company in India
Before filing the SPICe+ incorporation form, every document must be in order. Incomplete or mismatched documents are the single biggest cause of MCA rejection, and a single stale utility bill or a spelling mismatch between PAN and Aadhaar can push your timeline back by a week or more. This checklist covers everything each director, shareholder, and the proposed registered office needs to provide, along with the format each document must be in before it is scanned and uploaded. Foreign directors and NRIs face additional notarisation and apostille requirements that are easy to underestimate, so plan for those separately. Getting this list right upfront is the fastest way to keep incorporation inside the usual 7–10 day window.
Before you start
- Minimum 2 directors (at least 1 must be an Indian resident who has stayed in India for the prescribed period in the previous financial year)
- Minimum 2 shareholders (can be the same persons as directors)
- A physical registered office address in India (even a home address is acceptable)
- A proposed company name shortlisted and checked for availability on the MCA portal
- Valid PAN for every Indian director and shareholder
- An active mobile number and email ID for each director for OTP-based e-KYC
- Foreign directors should have a passport with several months of validity remaining (a common practical safeguard for notarisation/apostille and any related travel, though this is not itself an MCA-mandated document rule) — check specific requirements with your CA
- A scanner or good-quality phone camera to produce clear, legible document scans (the MCA portal enforces per-document upload size limits that vary by form — check the current specification before uploading)
Step-by-step
Director Identity Proof (for each director)
Indian nationals: PAN Card (mandatory) + any one of: Aadhaar Card, Passport, Voter ID, or Driving Licence.
Foreign nationals: Passport (mandatory, notarised and apostille-attested) + any government-issued address proof from the home country (notarised and apostille-attested).
- Keep the name spelling identical across every document — MCA's automated checks flag even minor variations.
- If a director has changed their name (marriage, legal change), carry a gazette notification or supporting affidavit as backup.
Director Address Proof (for each director)
Must be a recent document (not older than 2 months): Bank Statement, Electricity Bill, Telephone Bill, or Gas Bill. Important: The address proof must match the residential address being declared in the SPICe+ form — any mismatch causes rejection.
Joint bank accounts and bills addressed to a parent or spouse are usually accepted as long as the director's name appears somewhere on the document, but confirm this with your CA before relying on it.
Registered Office Address Proof
Two documents are needed:
- Ownership proof — Sale deed, property tax receipt, or any government utility bill in the owner's name.
- NOC from the owner — A No-Objection Certificate (on letterhead or plain paper) from the property owner giving the company permission to use the address as its registered office.
If the address is rented, a rent/lease agreement replaces the NOC, and a copy of the same ownership/utility proof from the landlord is still required.
A co-working or virtual office address is acceptable in most states as long as the provider issues a proper NOC and utility proof — confirm this is permitted before signing a co-working contract for this purpose.
Digital Signature Certificate (DSC)
A Class-3 DSC is required for every proposed director. Obtain it from a CCA-approved Certifying Authority (eMudhra, Protean — formerly NSDL e-Governance, Sify, etc.) via video KYC. Processing typically takes 1–2 working days once the video KYC and payment are complete. The DSC is used to sign all MCA forms electronically.
DSC tokens are shipped physically in some cases, so factor in courier time if the director is not local to the issuing authority's office.
Director Identification Number (DIN) application
First-time directors do not hold a DIN and must apply for one through the SPICe+ form itself (up to 3 directors can get a DIN this way in a single incorporation filing). Directors who already hold a DIN from an earlier company simply quote it — no fresh application is needed.
Ensure the DIN, if already allotted, is active and not marked for KYC non-compliance (DIN-3 KYC lapses are a common last-minute blocker).
Subscriber Sheets for MoA and AoA
Each subscriber (initial shareholder) to the Memorandum of Association and Articles of Association must sign the subscriber sheets physically (wet signature) or via the SPICe+ e-MoA/e-AoA workflow where eligible. These sheets are scanned and uploaded as part of the SPICe+ filing. Foreign subscribers require notarised and apostille-attested signatures.
Where permitted, e-MoA/e-AoA (INC-33/INC-34) speeds this step up considerably for resident individual subscribers by removing the physical signature requirement.
Passport-sized Photographs
Recent passport-sized photographs of each director are required for the DSC application and certain MCA forms. Use a plain white background. Mobile phone photographs are generally acceptable if they are clear and well-lit and cropped to standard passport dimensions.
Declaration and consent forms
Each director signs Form DIR-2 (consent to act as director) and a declaration of non-disqualification. Subscribers sign Form INC-9 (declaration by first subscribers/directors). These are typically prepared by your CA/CS from the documents already collected and only need a signature.
PAN and TAN application (bundled with incorporation)
SPICe+ Part B bundles the company PAN and TAN applications with incorporation — no separate documents are needed beyond what has already been collected, but double-check the registered office address feeding into these forms matches the office proof exactly, since PAN/TAN records are hard to correct later.
Additional documents for foreign shareholders (if applicable)
If a foreign company or foreign individual is a shareholder, a board resolution (for a corporate shareholder) authorising the investment, along with KYC of the authorised signatory, is required in addition to the standard identity and address proof — all notarised and apostille-attested where the shareholder is based abroad.
Common mistakes to avoid
- Submitting address proof older than 2 months — MCA rejects stale address proofs; always use the most recent utility bill or bank statement.
- Mismatched names across documents — the name on PAN must exactly match the name on the Aadhaar or passport; even small differences (initials vs full name) cause DSC or MCA issues.
- Missing NOC from the property owner — without it, the registered office address cannot be accepted, delaying incorporation.
- Foreign directors skipping apostille — documents from most countries must be apostille-attested (under the Hague Convention) to be valid for Indian incorporation.
- Letting an existing director's DIN lapse into KYC non-compliance before the filing, which blocks form submission until DIN-3 KYC is redone.
- Uploading low-resolution or oversized scans that get rejected by the MCA portal's file-size and legibility checks.
- Assuming a virtual/co-working office address needs no ownership proof — providers must still issue a valid NOC and utility bill in their name.
- Delaying apostille attestation for foreign subscribers until the last moment — this step alone can take 1–3 weeks depending on the country and is the most common cause of missed timelines.
Frequently asked questions
Can I use my home address as the registered office?
Yes. There is no restriction on using a residential address as the registered office of a Private Limited Company. You need the property owner's NOC and a recent utility bill in the owner's name.
Does a shareholder also need to submit all these documents?
Yes — any person who is a subscriber (shareholder) to the MoA must provide identity and address proof, even if they are not a director. Shareholders who are also directors submit the same documents under both roles.
What if a director is an OCI (Overseas Citizen of India)?
OCIs are treated as foreign nationals for document purposes. Their passport must be notarised and apostille-attested. However, if the OCI holds an Indian PAN and Aadhaar, they may be treated as Indian residents for MCA filing purposes — confirm the current position with your CA before assuming either treatment.
How long does it take to collect all documents?
For Indian directors, 2–4 days is typical (mainly waiting for DSC delivery). For foreign directors, apostille processing in the home country can take 1–3 weeks, making document collection the longest step in the overall incorporation timeline.
Is Aadhaar mandatory for incorporation?
Aadhaar is commonly used because it enables e-KYC-based verification and speeds up processing, but PAN plus any one other listed identity document (passport, Voter ID, or Driving Licence) is technically sufficient. Discuss with your CA if a director does not hold an Aadhaar.
Can two directors share the same registered office and address proof?
The registered office proof relates to the company's office, not the directors' personal addresses, so all directors use the same office documents (ownership proof + NOC). Each director's own residential address proof is separate and must be their own document.
What happens if my chosen company name is not available?
The SPICe+ Part A name reservation is checked against the MCA database and trademark records; if the name is too similar to an existing company or a registered trademark, it will be rejected and you will need to propose an alternative, which can add a few days to the timeline.
Do NRIs need a DSC issued from India?
No — NRIs and foreign directors can obtain a Class-3 DSC through the video KYC process with a CCA-approved certifying authority even while abroad, though document notarisation requirements still apply to their identity and address proof.
Can the same person be both a director and the sole shareholder along with one other subscriber?
A Private Limited Company must have a minimum of two shareholders, so one person cannot be the sole subscriber; a director may hold shares alongside at least one other shareholder, who may or may not also be a director.
Are digital/scanned copies of original documents acceptable, or do I need physical courier of originals?
For most steps, clear scanned copies uploaded to the MCA portal are sufficient. Physical originals are generally not couriered to the ROC, though your CA may ask to see originals during onboarding for verification purposes, and DSC tokens are shipped physically in some cases.
What are the government filing fees for SPICe+ incorporation?
Government filing fees depend on the company's authorised capital and the state of incorporation, and stamp duty rates vary by state — official filing fees apply and change periodically, so confirm the current fee schedule with your CA before budgeting.
Can documents be collected in parallel to save time?
Yes — director KYC, DSC applications, and registered office proof can all be gathered simultaneously rather than sequentially, which is the main way to keep the overall document-to-incorporation timeline within about a week for all-resident-director companies.
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