Overview

Company formation in India involves choosing a legal structure, reserving a name, drafting constitutional documents, obtaining statutory identifiers and registering with the Ministry of Corporate Affairs (MCA) or the Registrar of Firms, as applicable. Once incorporated, a company or LLP carries ongoing filing, record-keeping and governance obligations under the Companies Act, 2013, the Limited Liability Partnership Act, 2008, and related rules. This page summarises the main entity types, the incorporation process, the documents typically required, common compliance events and frequently asked questions. It is intended as general information rather than advice for a specific situation, and it does not cover every circumstance.

Exact forms, fees, thresholds and timelines change periodically and vary by entity type, state and the specifics of each case. Figures and form names below should be verified against the current MCA portal and applicable rules before filing, or confirmed with a professional advisor.

Choosing an entity type

The structures most commonly used by businesses and non-profits in India are compared below. Suitability depends on the number of promoters, funding plans, liability preferences and compliance capacity.

Incorporation process

While the exact sequence and forms differ by entity type, incorporation generally follows these stages.

• Digital Signature Certificate (DSC): Obtained for each proposed director or designated partner, required to sign electronic forms.
• Director Identification Number (DIN): Applied for proposed directors who do not already hold one, typically alongside the incorporation form.
• Name reservation: A proposed name is checked for availability and reserved with the Registrar of Companies (RoC) through the relevant MCA service.
• Drafting constitutional documents: The Memorandum of Association (MOA) and Articles of Association (AOA) are drafted for companies; an LLP Agreement is drafted for LLPs.
• Filing the incorporation application: Submitted to the RoC with supporting documents, along with applications for PAN and TAN.
• Certificate of Incorporation: Issued by the RoC once the application is approved, confirming the entity’s legal existence and Corporate Identification Number (CIN) or LLPIN.
• Post-incorporation compliance: Registered office verification, bank account opening, statutory registers, and (for companies) a declaration for commencement of business.

Registered office and commencement of business

Every company must have a registered office capable of receiving official communication from the date of incorporation or within the period prescribed by the Companies Act, 2013, and the address must be verified with the RoC using supporting documents such as a utility bill and a no-objection letter from the owner. Companies with share capital are generally required to file a declaration confirming that subscribers have paid for their shares before commencing business, and this declaration is a precondition for borrowing or starting operations in most cases.

Post-incorporation setup

Immediately after incorporation, several administrative steps establish the entity’s operational and statutory footing.

• Permanent Account Number (PAN) and Tax Deduction and Collection Account Number (TAN), generally issued alongside the Certificate of Incorporation.
• Opening a current bank account in the entity’s name, using the incorporation certificate, PAN and board resolution.
• Maintaining statutory registers, including registers of members, directors and charges, as applicable to the entity type.
• Recording the first board meeting and documenting key appointments and authorisations in formal minutes.
• Registering for Goods and Services Tax (GST), Shops and Establishment licence or other sector-specific registrations where applicable.

Annual and recurring ROC compliance

Companies and LLPs carry recurring annual obligations with the RoC, in addition to income tax filings.

• AOC-4: Annual filing of financial statements with the RoC, due within the prescribed period after the Annual General Meeting.
• MGT-7 / MGT-7A: Annual return filing covering shareholding, management and other company details.
• Director KYC (DIR-3 KYC): Annual verification of director details linked to each DIN.
• LLP annual filings: Form 11 (annual return) and Form 8 (statement of accounts and solvency) for LLPs.
• Board and general meetings: Minimum frequency, notice periods and quorum requirements vary by entity type and must be documented.

Event-based compliance

Certain changes to a company’s structure or officers trigger specific RoC filings, generally within a fixed window from the date of the event.

• Appointment, resignation or removal of directors, reported through the relevant forms along with updated statutory records.
• Changes to the registered office address, within the same RoC jurisdiction or across jurisdictions, each with its own procedure.
• Change of company name, which also requires amending the Memorandum and Articles of Association.
• Alteration of authorised or paid-up share capital, including increases and related filings.
• Alteration of the company’s objects clause in the Memorandum of Association.
• Share transfers and allotments, each requiring instruments of transfer, board approval and updated registers.

Dormant companies, closure and strike-off

A company with no significant accounting transactions may apply for dormant status, which carries a reduced but still active set of filing obligations. Companies that are no longer operating and meet the prescribed conditions may apply to the RoC for removal of name (strike-off) under the fast track exit scheme, or proceed through voluntary winding up where strike-off is not applicable. Both routes require settling outstanding filings and liabilities before the application is made.

Document checklist

Requirements vary by entity type and individual circumstances; this list covers documents commonly requested.

Indicative timelines

These ranges are indicative only and depend on document readiness, RoC processing times and whether queries are raised during examination.

Common mistakes to avoid

• Treating incorporation as a one-time task rather than the start of recurring obligations.
• Missing the window for the commencement of business declaration.
• Failing to update statutory registers after share transfers, allotments or director changes.
• Delaying director KYC, which can result in DIN deactivation.
• Overlooking event-based filing deadlines, which are generally shorter than annual ones.
• Allowing a company to remain inactive without applying for dormant status or initiating closure.