C S Rushil & Co.Chartered Accountants

Company Registration · Chennai

Private Limited Company Incorporation in Chennai

End-to-end SPICe+ incorporation — DSC, DIN, name approval, MoA/AoA drafting, and post-incorporation compliance — managed by a Chennai-based chartered accountancy firm.

What is Private Limited Company Incorporation?

Private Limited Company incorporation is the legal process of registering a business as a distinct corporate entity under the Companies Act, 2013, through the Ministry of Corporate Affairs (MCA). It gives the business a separate legal identity from its owners, limits shareholder liability to their share capital, and is the structure most banks, investors, and government tenders prefer to work with. For Chennai-based founders, the registered office can be your home address, a co-working space, or a commercial address in areas like Anna Nagar, T. Nagar, Guindy, or OMR — the MCA has no location restriction within India.

Eligibility & requirements

  • • Minimum 2 directors and 2 shareholders (can be the same individuals), maximum 15 directors.
  • • At least one director must be a resident of India (stayed in India for 120+ days in the previous financial year).
  • • No minimum paid-up capital requirement.
  • • A registered office address in India with proof of ownership/rental and a No Objection Certificate.
  • • Valid PAN, Aadhaar, and a functional email/mobile number for each director for OTP verification.

What we actually see slow this down: the most common cause of a SPICe+ rejection or resubmission we handle for Chennai founders isn't a policy issue — it's a director's name, date of birth, or address not matching exactly between their PAN and Aadhaar records (a middle name present on one and not the other is a frequent culprit). We check this before filing, not after a rejection.

Step-by-step MCA incorporation process

  1. 1

    Digital Signature Certificate (DSC)

    We obtain Class 3 DSCs for all proposed directors — required to sign electronic MCA forms.

  2. 2

    Name reservation

    We check name availability against the MCA and trademark database and reserve your company name via Part A of SPICe+.

  3. 3

    Drafting MoA & AoA

    We draft the Memorandum and Articles of Association defining your company's objects, share structure, and internal rules.

  4. 4

    SPICe+ filing

    We file the integrated SPICe+ (Part B) form with the Registrar of Companies, covering incorporation, PAN, TAN, EPFO, ESIC, and profession tax registration in one submission.

  5. 5

    Certificate of Incorporation

    On approval, the ROC issues the Certificate of Incorporation along with your Corporate Identification Number (CIN), PAN, and TAN.

  6. 6

    Post-incorporation compliance

    We assist with opening your current bank account, filing INC-20A (commencement of business), and appointing your first statutory auditor within 30 days.

Private Ltd vs LLP vs OPC vs Sole Proprietorship

Entity TypeLiabilityComplianceOwnershipBest For
Private Limited CompanyLimitedHighShares (max 200 shareholders)Startups raising funding, scaling businesses
LLPLimitedModeratePartners (no share capital)Professional services, low-compliance partnerships
One Person Company (OPC)LimitedModerateSingle shareholderSolo founders wanting limited liability
Sole ProprietorshipUnlimitedLowSingle ownerSmall, low-risk local businesses

How we handle your incorporation

We start with a name-availability and trademark check before you commit to a name, since a rejection at Part A of SPICe+ is the single biggest avoidable delay. In parallel, we cross-check every director's PAN and Aadhaar details for the exact-match mismatches that cause most resubmissions, draft the MoA/AoA around your actual business objects rather than a generic template, and file SPICe+ Part B once DSCs and documents are verified — not before. After the Certificate of Incorporation is issued, we track the post-incorporation deadlines (INC-20A, auditor appointment, share certificates) ourselves and flag each one to you in writing, rather than leaving you to track a first-180-days compliance calendar alone.

Government fees vs. professional fees

Government fees include MCA form fees, stamp duty on authorised share capital (varies by state), and DIN/DSC issuance charges — these are fixed by statute and paid directly to the government or issuing authority. Professional fees cover our drafting of MoA/AoA, filing accuracy checks, and advisory time. We provide a single itemised quote during your free consultation so you know exactly what is a government charge and what is our fee — nothing bundled, nothing hidden.

Post-incorporation compliance checklist

  • • File INC-20A (Commencement of Business) within 180 days of incorporation.
  • • Open a current bank account in the company's name.
  • • Appoint your first statutory auditor within 30 days of incorporation.
  • • Issue share certificates within 60 days and maintain statutory registers.
  • • Apply for GST registration if turnover thresholds apply or GST is voluntarily needed.
  • • Register under MSME (Udyam) if eligible, and Professional Tax / Shops & Establishment as applicable in Tamil Nadu.

FAQ

Frequently asked questions

I'm a first-time founder — can you handle everything a startup needs, not just incorporation?

Yes. Beyond incorporation, we support startups with GST registration, MSME/Udyam registration, ongoing ROC compliance, and — once you're past the earliest stage — Virtual CFO support for budgeting and investor reporting. Most founders start with incorporation and add services as the business grows, rather than needing everything on day one.

How long does private limited company incorporation take in Chennai?

With documents in order, SPICe+ incorporation typically takes 7–12 working days, covering DSC/DIN issuance, name approval, and Certificate of Incorporation from the MCA. Delays usually come from name-availability rejections (the proposed name resembling an existing company or trademark) or incomplete KYC documents, both of which we vet against MCA and trademark databases before filing rather than discovering after a rejection resets the clock. Founders who have their director KYC, registered-office proof, and proposed name options ready upfront typically see the faster end of that range; those starting from scratch on documentation should budget closer to 3 weeks including document collection.

What is the minimum capital and number of directors required?

A Private Limited Company needs a minimum of 2 directors and 2 shareholders (they can be the same people, and one person can hold both roles), with a maximum of 15 directors and 200 shareholders. There is no statutory minimum paid-up capital requirement — you can technically start with as little as ₹1, though most founders capitalise at a figure that realistically covers early operating expenses since raising it later requires a formal ROC filing. At least one director must be an Indian resident, meaning they stayed in India for 120 or more days in the previous financial year — this applies even if all shareholders are based abroad.

What documents are required for Pvt Ltd registration?

PAN and Aadhaar of all directors and shareholders, a recent passport-size photo, proof of the registered office address (a rent agreement or electricity bill along with a No Objection Certificate from the property owner), and Class 3 digital signature certificates (DSC) for the proposed directors to sign the electronic MCA forms. NRI or foreign national directors need additional documents — a notarised or apostilled passport copy, proof of overseas address, and sometimes a Business Visa depending on their role. We provide a checklist tailored specifically to resident versus NRI/foreign director combinations before you start collecting paperwork, since this is the single biggest source of avoidable delay.

What is the difference between government fees and professional fees?

Government fees — MCA form fees, stamp duty on authorised share capital (which varies by state), and DIN/DSC issuance charges — are fixed by statute and paid directly to the government or the certifying authority; no CA or consultant can discount or waive these. Professional fees cover our actual work: drafting the MoA/AoA, verifying documents before submission to avoid rejection, and advisory time during the process. We separate both clearly as line items in every quote before you commit, specifically so you can see what portion is a fixed statutory cost versus what you're paying us for — no bundled or hidden charges either way.

What compliance is required after incorporation?

Within 180 days of incorporation you must file a Commencement of Business declaration (INC-20A) confirming subscribed capital has actually been received — skipping this can lead to the company being struck off. You must also open a current bank account in the company's name, appoint your first statutory auditor within 30 days of incorporation, issue share certificates to subscribers within 60 days, and maintain statutory registers (of members, directors, and charges) from day one, even before your first annual filing is due. We offer a post-incorporation compliance package that tracks all of these deadlines so nothing is missed in the first, most deadline-heavy 6 months.

Can a Private Limited Company be converted from an existing proprietorship or partnership?

Yes. We handle conversion of proprietorships and partnership firms into Private Limited Companies, which involves incorporating the new company, transferring business assets and liabilities via a formal slump-sale or business-transfer agreement, and re-registering existing licenses — GST, MSME/Udyam, trade licenses, and bank accounts — in the new entity's name and PAN. This is a common step for businesses that outgrow the compliance simplicity of a proprietorship once they need to raise investment, limit personal liability, or work with clients who prefer contracting with a registered company rather than an individual.

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