Start in India
Who is starting, which vehicle, and which state. The Companies Act does not change with the state. The Registrar and the stamp duty do.
This does not change the company saved in this browser.
The answer
An Indian resident forming a private company with its registered office in Karnataka files SPICe+. Two members. Two directors. At least one director must meet the stay test in section 149(3). The state does not change those numbers.
VerifiedSections 3 and 149 — A public company needs seven members and three directors. A private company needs two and two. An OPC needs one member and one director. One director must stay in India for 182 days during the financial year, proportionately in the year of incorporation.
Does not change with the state
Moving the plan from one state to another does not change the number of members, the number of directors, or the national forms. Authorised capital here is ₹15 lakh. Paid-up capital is ₹1 lakh. Paid-up cannot be written higher than authorised.
Changes with the state
The office is in Karnataka. The Registrar is the office for the district of the registered office. The state alone does not name that office where the notifications split a state. Stamp duty is that state’s row. This page does not add it into a total.
Four figures, not one price
A professional’s quotation is not a government charge. A line without a source is left blank.
Government charges
- Name reserved by a separate SPICe+ Part A: ₹1,000. A name taken inside the incorporation is not described as that charge.
- SPICe+ filing fee: MCA’s FAQ says zero where authorised capital is up to ₹15,00,000. Stamp duty is still charged.
- PAN ₹66 and TAN ₹65, as that FAQ states them.
- Stamp duty is the Karnataka row. It is not added into these figures.
Document costs
- Identity, address, and a registered office that can receive letters.
- A DSC for each person who signs is bought from a licensed certifying authority. It is not an MCA fee. No price is shown.
Professional charges
- Not a government charge. A chartered accountant or a company secretary quotes this. Do not add it to the MCA figures.
First year
- Subscription money into the bank, up to the paid-up capital, then INC-20A within 180 days where the company has a share capital. A section 8 company with no share capital does not file INC-20A.
- First auditor appointed by the board within 30 days. ADT-1 within 15 days of that appointment.
- AOC-4 within 30 days of the AGM. MGT-7A if it is a small company, otherwise MGT-7, within 60 days. Small company looks at paid-up capital and turnover, not at authorised capital.
- Each director’s KYC by 30 September. On time, the rules charge nothing. DPT-3 is for amounts outstanding on 31 March. A company that did not exist on that date has nothing to return for that year.
VerifiedMCA SPICe+ FAQ — FAQ 25: ₹1,000 if Part A is filed separately for the name; PAN ₹66; TAN ₹65. FAQ 26: zero SPICe+ filing fee where authorised capital is up to ₹15,00,000. Stamp duty remains. The payment page is what is charged.
Authorised capital is not a payment to the government
Authorised capital is the ceiling in the memorandum. Paid-up capital is what the subscribers actually take and pay to the company. Neither figure is a payment to the Registrar. On this plan, authorised is ₹15 lakh and paid-up is ₹1 lakh.
Who must actually sit
Two members, who can also be the two directors. At least one director must stay in India for 182 days during the financial year. In the year the company is incorporated, section 149(3) applies that stay proportionately at the end of the year.
VerifiedSection 149(3) — Substituted by the Companies (Amendment) Act, 2017. The unamended subsection counted 182 days in the previous calendar year. The current subsection counts the financial year, proportionately for a company incorporated during that year.