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How to Register a Company in India (2026 Process): Step-by-Step SPICe+ Part B Filing on MCA V3 Portal
Starting a business in India has transformed dramatically over the last few years. What used to be a tedious, paper-heavy procedure involving multiple physical forms submitted across different regulatory windows has now been streamlined into a single, unified web-based application: the SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus) suite on the Ministry of Corporate Affairs (MCA) V3 Portal.
Whether you are a practicing Cost and Management Accountant (CMA), Chartered Accountant (CA), Company Secretary (CS), legal consultant, or an ambitious entrepreneur, having an end-to-end practical mastery over the MCA V3 company registration workflow is indispensable. In this master guide published on CMAKnowledge.in, we break down the entire 2026 company incorporation lifecycle—from preliminary documentation and digital signatures (DSC) to filing SPICe+ Part A, configuring SPICe+ Part B, mapping PAN/TAN AO Codes, and submitting linked forms like e-MOA (INC-33), e-AOA (INC-34), and AGILE-PRO-S.
🗺️ Complete Company Incorporation Workflow (MCA V3 Portal)
Document & KYC Collection
Collect PAN, Aadhaar, Voters ID/Passport, Bank Statements (< 2 months old), Rent Agreement, Owner NOC, & Utility Bills.
Class-3 Digital Signature Certificate (DSC)
Procure Class-3 signing Digital Signatures for all proposed directors and first subscribers.
SPICe+ Part A (Name Approval)
Reserve company name via RUN/SPICe+ Part A (₹1,000 fee) OR proceed directly via Integrated SPICe+ Part B route.
SPICe+ Part B Data Entry
Fill Capital Structure, Office Address with Geo-coordinates, Subscriber/Director Matrix, & PAN/TAN AO Codes.
Linked e-Forms & Verification
Complete e-MOA (INC-33), e-AOA (INC-34), AGILE-PRO-S, verify OTPs, attach Class-3 DSCs, and execute professional certification.
ROC Approval & Certificate Issue
Pay government stamp duty & filing fees. Upon verification, ROC issues COI, CIN, PAN, TAN, EPFO, ESIC & Bank Account details.
1. Pre-Requisites & Master Document Checklist for Incorporation
Before launching the web filing process on the MCA V3 portal, meticulous document collection is vital. Missing or mismatched details between identity documents and government registries are the single leading cause of rejection during ROC scrutiny. The required documentation falls into two distinct categories: Director/Subscriber KYC and Registered Office Proofs.
| Category | Document / Information Required | Important Compliance Conditions |
|---|---|---|
| Identity Proof (Directors & Subscribers) | Permanent Account Number (PAN) Card & Aadhaar Card | Mandatory for Indian Nationals. Name and Date of Birth must exactly match income tax records. |
| Address Proof (Directors & Subscribers) | Bank Statement / Electricity Bill / Telephone Bill / Mobile Bill | Must NOT be older than 2 months from the date of form filing. Name must match PAN. |
| Contact & KYC Verification | Active Mobile Number, Email ID, Passport Photo, & Qualification | Mobile and Email must undergo live OTP verification on MCA V3. Photo is needed for Class-3 DSC issuance. |
| Registered Office Proofs | Utility Bill (Electricity/Gas/Water Bill) | Must be in the name of the premises owner and less than 2 months old. |
| Occupancy Authorization | Rent Agreement / Lease Deed & No Objection Certificate (NOC) | NOC signed by property owner authorizing company to use address as registered office. |
| Mandatory Director Consent | Form DIR-2 (Consent to act as Director) | Duly signed declaration that the director is not disqualified under Section 164 of Companies Act, 2013. |
2. Name Approval Routes: SPICe+ Part A vs Direct Route
Under the MCA V3 portal, entrepreneurs have two distinct options when initiating company incorporation. Understanding when to choose which route saves significant time and government fees.
⚖️ Route Comparison: Reserved Name vs Direct Incorporation
Route 1: SPICe+ Part A (Name Reservation First)
- Government Fee: ₹1,000 (Non-refundable).
- Name Options: Propose up to 2 names in order of preference.
- Validity Period: Reserved name is valid for 20 days from approval date.
- Best Suited For: Unique branding, competitive names, trademark-sensitive brands, or complex multi-object businesses.
- Risk Mitigation: Prevents rejection of entire SPICe+ Part B form due to name conflict.
Route 2: Direct SPICe+ Part A & B Integrated Filing
- Government Fee: ₹0 for Name Reservation (Only pay stamp duty/incorporation fees).
- Name Options: Propose exactly 1 name directly in the form.
- Validity Period: Directly incorporates the company upon approval.
- Best Suited For: Highly unique, non-generic names with zero trademark or phonetic conflicts.
- Risk Note: If the ROC rejects the proposed name, the whole SPICe+ package must be re-submitted.
When selecting a company name, you must verify availability against existing companies, LLPs, and registered trademarks. You can perform preliminary checks using the official MCA Company/LLP Name Search Portal and the IP India Trademark Public Search Portal.
3. Comprehensive Step-by-Step SPICe+ Part B Web Form Filing
Once you log into your registered Professional / Business User account on the Official MCA V3 Portal, navigate to MCA Services > Company e-Filing > Incorporation & Change Services > SPICe+ Application. Let’s examine every single section of SPICe+ Part B in logical detail.
Section 3.1: Company Structure & Capital Allocation
In this section, you establish the foundational share capital framework of the proposed entity:
- Articles of Association Entrenchment: Select ‘No’ unless specific restrictive clauses are embedded under Section 5(4) of the Companies Act, 2013.
- Company Share Capital Status: Select ‘Having Share Capital’ for standard Private Limited Companies.
- Class of Shares: Specify the number of share classes. Standard setups feature 1 Class (Equity Shares with nominal face value of ₹10 per share).
- Authorized Share Capital: Enter the maximum capital limit the company is authorized to issue (e.g., 10,000 Equity Shares @ ₹10 = ₹1,000,000 Authorized Capital).
- Subscribed Share Capital: Enter the initial capital subscribed by the first subscribers. Subscribed capital can be less than or equal to Authorized Capital, but cannot exceed it.
Section 3.2: Registered Office Address, Geo-coordinates & OTP Verification
MCA V3 enforces stringent real-time address validation to curb paper companies:
- Correspondence vs Registered Address: If the address for correspondence is the registered office address, mark ‘Yes’.
- Latitude and Longitude Geo-Tagging: Open Google Maps, pin the exact physical building location where the office is situated, copy the precise coordinates (e.g., Latitude: 28.6139, Longitude: 77.2090), and paste them into the designated MCA fields.
- Live OTP Authentication: The contact mobile number and email address provided for the corporate registered office must be validated via real-time One-Time Passwords (OTPs) generated directly on the web portal.
- ROC Office Auto-Mapping: Based on the state and pin code entered, the portal automatically assigns the jurisdiction of the local Registrar of Companies (e.g., ROC Delhi, ROC Mumbai, ROC Bangalore).
Section 3.3: Subscriber & Director Structural Matrix
Understanding the entry matrix for subscribers and directors is essential. Errors in counting or misplacing DIN holders will trigger form validation crashes.
Category A: Directors Having Valid DIN
If a proposed director already holds a Director Identification Number (DIN) from an existing directorship, enter their 8-digit DIN. The system automatically fetches their name, personal details, and KYC status from the MCA database.
Category B: Directors NOT Having Valid DIN
For individuals becoming a director for the first time, select ‘Not Having Valid DIN’. Up to 3 DINs can be fresh-allocated through a single SPICe+ Part B application without requiring prior Form DIR-3 filing.
Subscriber cum Directors
In almost all small and medium Private Limited companies, the initial promoters serve dual roles: they subscribe to initial shares (Subscribers) AND agree to manage the company (Directors).
Non-Individual Subscribers
If another Body Corporate, LLP, or Holding Company is subscribing to shares, enter details under Non-Individual Subscribers along with their CIN/LLPIN and Board Resolution authorization.
For each proposed director, you must disclose their Interest in Other Entities by declaring the CIN, company name, designation, and percentage shareholding in any other corporate bodies where they currently hold directorships or equity.
Section 3.4: Configuring PAN and TAN Assessing Officer (AO) Codes
SPICe+ Part B automatically generates the Permanent Account Number (PAN) and Tax Deduction and Collection Account Number (TAN) for the new entity upon incorporation. To issue these tax identities correctly, you must supply the appropriate Assessing Officer (AO) Code details based on your business location.
| Tax Identifier | Required Code Fields | Where to Find Official Values? |
|---|---|---|
| PAN AO Code | Area Code, AO Type, Range Code, AO Number | Search via Income Tax e-Filing Portal or NSDL PAN AO Directory. |
| TAN AO Code | Area Code, AO Type, Range Code, AO Number | Search via TIN NSDL Official TAN Directory. |
| Nature of Business Code | 2-Digit Income Tax Business Code (e.g., Code 20 for Others/Services) | Select from the drop-down list aligned with the company’s main NIC business classification. |
Section 3.5: Mandatory Attachments Checklist
Before submitting SPICe+ Part B, upload the following scanned PDF attachments (ensuring clear resolution and compliance with size limits):
- Proof of Registered Office Address: Copy of Electricity Bill / Gas Bill / Water Bill (not older than 2 months).
- Occupancy Consent: No Objection Certificate (NOC) from the property owner.
- Lease / Rent Agreement: Registered or valid lease agreement between owner and subscriber.
- Director Consent Form DIR-2: Signed consent form along with identity and address proofs attached.
- Proof of Identity & Address for Non-DIN Directors: Self-attested PAN, Aadhaar, and recent Bank Statement (< 2 months old).
4. Integrated Linked e-Forms: INC-33, INC-34 & AGILE-PRO-S
Once SPICe+ Part B is saved and validated, the MCA V3 system automatically activates three linked web forms that must be submitted concurrently:
1. e-MOA (Form INC-33) – Electronic Memorandum of Association
Form INC-33 outlines the core purpose and operational boundaries of the company. It consists of:
- Main Objects (Clause 3a): Detail the primary business activities the company will pursue immediately upon incorporation (aligned with selected NIC codes).
- Matters Necessary for Furtherance of Objects (Clause 3b): Ancillary powers enabling the execution of main objects.
- Subscriber Table: Auto-populated table showing subscriber names, addresses, descriptions, and the exact number of shares subscribed.
2. e-AOA (Form INC-34) – Electronic Articles of Association
Form INC-34 contains the internal governance framework, management rules, regulations, board meeting standards, share transfer protocols, and borrowing powers of the company, structured under Table F of Schedule I of Companies Act, 2013.
3. Form AGILE-PRO-S (INC-35) – Single-Window Regulatory Registrations
AGILE-PRO-S is a powerful single-window integration form that automatically secures multiple regulatory registrations along with company incorporation:
- GSTIN Registration: Option to apply for Goods and Services Tax Identification Number (or opt out).
- EPFO Registration: Mandatory allotment of Employees’ Provident Fund Organization code.
- ESIC Registration: Mandatory allotment of Employees’ State Insurance Corporation code.
- Professional Tax Registration: Automatic state-level Professional Tax registration (where applicable, e.g., Maharashtra, Karnataka, West Bengal).
- Bank Account Opening: Select a preferred partner bank (e.g., HDFC Bank, ICICI Bank, SBI, Axis Bank, Punjab National Bank) for automated corporate current account opening.
- Shop & Establishment Registration: State-specific commercial establishment registration integration.
5. Official Resource & Regulatory Validation Links
For practical execution and regulatory verification, use these official portal links:
| Portal / Regulatory Tool | Official Workable URL | Purpose / Validation Function |
|---|---|---|
| MCA V3 Official Portal | www.mca.gov.in | Primary web filing, SPICe+ submission, fee payment, and tracking. |
| MCA Company/LLP Name Search | MCA Name Search Portal | Verify preliminary name availability and existing registrations. |
| IP India Trademark Public Search | IP India Public Search | Verify trademark conflicts across 45 classes before name submission. |
| Income Tax e-Filing Portal | www.incometax.gov.in | Verify Director PAN validity and locate PAN Assessing Officer (AO) Codes. |
| TIN NSDL Official Portal | www.tin-nsdl.com | Locate regional TAN AO Codes for accurate corporate tax mapping. |
6. Common Rejection Pitfalls in MCA V3 Filing & How to Avoid Them
Scrutiny by ROC officers is strict. Here are the top practical pitfalls responsible for resubmissions (STP/Non-STP rejections) and how to avoid them:
- Mismatched Names in Identity Documents: If a director’s name on their Bank Statement is “Abhishek Kumar Awasthi” but their PAN reads “Abhishek Awasthi”, the form will be flagged. Ensure bank statement details match PAN exactly or provide an affidavit.
- Stale Utility Bills: Uploading an electricity bill dated 65 days prior to submission causes instant rejection. Bills must be strictly under 60 days old.
- Unclear / Illegible Scans: Blur or low-resolution PDF uploads of DIR-2 or NOC forms will trigger resubmission notices.
- Incorrect AO Code Selection: Entering an invalid Range Code or AO Number for PAN/TAN delays tax allotment. Always verify codes against official directories.
- DSC Association Issues on V3: Before signing PDF attachments, the professional and directors must associate their Class-3 Digital Signatures on the MCA V3 profile under ‘Associate DSC’.
7. Frequently Asked Questions (FAQs)
Q1: Can an advocate certify SPICe+ Part B and linked e-MOA / e-AOA forms?
An Advocate can certify Form SPICe+ Part B. However, for e-MOA (INC-33) and e-AOA (INC-34), certification is restricted to practicing professionals—specifically Practicing Cost Accountants (CMA), Practicing Chartered Accountants (CA), or Practicing Company Secretaries (CS). Therefore, CAs, CSs, and CMAs handle end-to-end corporate incorporations.
Q2: Is a physical commercial office space mandatory for company registration in India?
No. You can register a company at a residential address, provided you submit a utility bill in the owner’s name, a valid Rent Agreement/Lease Deed, and a No Objection Certificate (NOC) signed by the owner allowing the company to operate its registered office there.
Q3: How long does it take to get a company incorporated after uploading SPICe+ Part B?
Under normal processing timelines on the MCA V3 portal, if all documents, geo-coordinates, and director details are error-free, the Registrar of Companies (ROC) issues the Certificate of Incorporation (COI) within 2 to 5 working days.
Q4: What is the government fee for incorporating a company with Authorized Capital up to ₹15 Lakhs?
Under the Ministry’s Ease of Doing Business initiative, government filing fees for SPICe+ Part B are ₹0 for small companies with Authorized Capital up to ₹15 Lakhs. However, nominal state-specific Stamp Duty fees on MOA, AOA, and Form SPICe+ still apply based on the state where the registered office is located.
Q5: What happens if the proposed company name gets rejected in direct filing?
If you choose the direct integrated route (without prior SPICe+ Part A reservation) and the name is rejected by the ROC due to similarity or trademark conflict, the ROC will issue a resubmission notice allowing you 15 days to modify the name and re-submit the application.
8. Conclusion
Mastering the 2026 company incorporation framework on the MCA V3 Portal is an essential skill for finance, accounting, and legal professionals. The transition to web-based dynamic filing via the SPICe+ suite, linked e-MOA/e-AOA forms, real-time OTP authentication, and integrated AGILE-PRO-S registrations has brought unprecedented efficiency and transparency to India’s corporate ecosystem.
By following the systematic guidance, verifying subscriber records, using accurate geo-coordinates, and cross-referencing AO codes provided in this guide, you can execute flawless MCA V3 filings, avoid frustrating resubmission notices, and deliver seamless compliance advisory to your clients or organization.
Stay ahead in corporate compliance and practice management! Keep following CMAKnowledge.in for real-time MCA portal updates, corporate law analysis, direct and indirect tax tools, and expert career guidance tailored for CMA, CA, and CS professionals across India. Have a question regarding MCA V3 SPICe+ Part B filings? Drop your query in the comments section below, and our expert team will assist you!
