Private Limited Company in Coimbatore

Private Limited Company Registration in India: A Comprehensive Guide

Overview:

Formalizing a business for substantial growth often leads proprietors or partners to opt for establishing a Private Limited Company. This corporate structure is highly favored, as evidenced by the Ministry of Corporate Affairs reporting a total of 12,59,992 active private limited companies as of January 31, 2021. The registration process for a private limited company is relatively straightforward. This guide provides an in-depth exploration of all key aspects of Private Limited Company Registration in India.

What is a Private Limited Company?

As per Section 2(68) of the Companies Act, 2013, a private company is defined by having a minimum prescribed paid-up share capital and certain restrictions in its articles, including limitations on the right to transfer shares and a maximum of two hundred members (except for One Person Companies). Additionally, the company cannot invite the public to subscribe for its securities. This definition imposes specific restrictions to maintain the company's private status.

Benefits of Private Limited Company Registration:

1. Separate Legal Identity: A private limited company is a distinct legal entity, independent of its directors and shareholders.

2. Limited Liability: Shareholders' liability is limited to their investment in the company, protecting their personal assets from company liabilities.

3. Power to Sue and Be Sued: The company, as a separate legal entity, can initiate legal actions and defend itself in its own name.

4. Transferability of Shares: Shares in a private limited company can be easily transferred among shareholders.

5. Tax Benefits: Private limited companies enjoy favorable tax rates compared to other business structures, providing flexibility in tax planning.

6. Perpetual Succession: A private limited company has perpetual succession, existing until its objectives are fulfilled or dissolution occurs.

7. Facilitates Funding: The structure is attractive for fundraising from investors and financial institutions, making it preferred for startups.

Eligibility for Private Limited Company:

While no specific eligibility criteria exist, certain thresholds must be met:

• Shareholders: Minimum of 2 and a maximum of 200.
• Directors: Minimum of 2 and a maximum of 15.
• Capital: No minimum paid-up capital requirement (omitted in 2015).
• DIN: Each director must have a valid Director Identification Number (DIN).

Private Limited Company Registration Documents:

Required documents include:

• Passport size photos of all directors.
• PAN Card and Aadhaar Card of all directors.
• Identity proofs of all directors.
• Address proof of the registered office.
• Residential address proof of all directors.
• Additional documents for non-individual shareholders.

Private Limited Company Registration Process - Overview:

1. Apply for Digital Signature Certificates (DSC): Obtain DSC for directors.
2. Obtain DIN: Directors need a valid DIN.
3. Check Name Availability: Verify name availability on the MCA portal.
4. Approval of Name: Secure approval for the chosen name.
5. File the SPICe+ Form: File Part-B for incorporation.
6. Obtain Certificate of Incorporation: Receive the Certificate of Incorporation and Corporate Identification Number (CIN).

Step-by-Step Guide to Private Limited Company Registration:

A. Pre-Incorporation Tasks:

1. Apply for DSC:

   • Directors need Class-3 Digital Signature Certificates (DSC).

2. Obtain DIN:

   • Directors must have a valid DIN for company incorporation.
   • Relevant forms: DIR-3, SPICe+ (at the time of incorporation), DIR-6 (for changes).

3. Check for Name Availability in MCA:

   • Verify name availability on the MCA portal.

B. Incorporation of the Company:

4. Approval of Name:

   • Choose one of two alternatives for name approval.
   • Alternative-1: Apply for name reservation separately.
   • Alternative-2: File Part-A and Part-B of the SPICe+ form together.

5. File the SPICe+ (INC-32) Form:

   • SPICe+ form enables web-based incorporation, linking to other necessary forms.
   • Forms linked: AGILE-PRO, eMOA, eAOA, URC-1, INC-9 (if applicable).
   • Form must be digitally signed and certified by a professional.

6. Obtain the Certificate of Incorporation:

   • Once approved, receive the Certificate of Incorporation and Corporate Identification Number (CIN).

This step-by-step guide provides a comprehensive overview of the private limited company registration process in India.

FAQs

Q: SPICe vs SPICe+: What's the difference?

A: SPICe (Simplified Performa for Incorporating Company Electronically) was introduced in 2016, facilitating electronic company incorporation. SPICe+ is an advanced version, part of the Ease of Doing Business initiative. SPICe+ integrates name approval, includes AGILE Pro for GSTIN/ESIC/EPFO/Bank details, and allows modification after digital signature affixation.

Q: Is the RUN form still used for name approval?

A: No, with SPICe+, name approval is part of the form itself. Since February 15, 2020, the RUN form is exclusively for changing names.

Q: Explain a company limited by shares vs a company limited by guarantee.

A:

• Company Limited by Shares: Shareholders' liability is limited to unpaid share amounts.

• Company Limited by Guarantee: This type lacks share capital; liability is limited to committed contributions in case of liquidation.

Q: Can Private Limited Companies attract Foreign Direct Investments?

A: Yes, private limited companies can attract foreign direct investments, adhering to relevant laws.

Q: What's the distinction between DIN and DPIN?

A:

• DIN (Director Identification Number): For individuals becoming or already directors in a company.

• DPIN (Designated Partner Identification Number): Equivalent to DIN for LLP designated partners, both issued by the Ministry of Corporate Affairs.

Q: Can a foreign national be a director in a Private Limited Company?

A: Absolutely, foreign nationals are eligible to be directors in private limited companies.

Q: Can a company serve as a director in a private limited company?

A: No, per the Companies Act, 2013, only individual natural persons can be directors to ensure clear responsibilities.

Q: What's the cost for private limited company registration in India?

A: Costs vary based on factors like authorized capital and director count. For professional guidance on Pvt. Ltd. Company Registration, Taxless.in is here to assist. Contact us for further information or support.