Priya · 28 · Freelance designer

Priya has been freelancing for two years. Clients are bigger now, contracts are formal, and one investor casually mentioned "send your company details". She googled "how to register a company in India" and immediately closed the tab — five different structures, words like SPICe+, MOA, DIN, DSC, ROC.

Sound familiar? Read on — by the end of this guide, you'll know exactly what Priya should pick (and what you should too).

🪙 In 60 seconds
  • Pick by your next 2 years — not by what sounds prestigious. Raising investment? Pvt Ltd. Just two friends running a service firm? LLP. Solo and small? Proprietorship.
  • Realistic cost — Pvt Ltd: ₹7k–₹15k all-in · LLP: ₹5k–₹9k · Proprietorship: under ₹2k.
  • Time — about 8–12 working days from "let's do this" to your incorporation certificate.

So, why does the "structure" even matter?

Think of your business structure as the legal wrapper around what you do. The work is the same — design, trading, manufacturing, whatever. The wrapper decides three things:

👉 Who can sue whom if things go wrong (limited liability vs. unlimited)
👉 How profits get taxed (your slab vs. a flat company rate)
👉 Whether outside money can come in (only Pvt Ltd / OPC can issue shares)

Get the wrapper right at the start and you save years of paperwork. Get it wrong and you'll be migrating mid-flight while juggling clients.

Bicycle, sedan, SUV — same destination, very different rides. Pick the structure that protects what you're carrying.

Meet your 5 options

Don't memorise these. Just scan the cards — one of them will feel like "yep, that's me".

Proprietorship

Solo, simple, cheapest

1 person Unlimited liability Slab tax

Just you, just starting, no real risk on the table.

Partnership

Two friends, deed-based

2+ partners Unlimited liability 30% flat tax

Old-school. Most modern partnerships should be LLPs instead.

LLP

Partnership + airbags

2+ partners Limited liability Medium compliance

Service firms (consulting, design, law, agency) — sweet spot.

OPC

Solo with a safety net

1 + nominee Limited liability 25–30% tax

Flying solo but want corporate protection — converts to Pvt Ltd later.

Private Limited

For serious growth

2+ founders Limited liability Investor-ready

Want VC money or to issue ESOPs? This is the only door investors walk through.

I almost picked Pvt Ltd because it sounded big. Then I realised I'd be paying ₹15k a year just in compliance — for a 1-person service firm. LLP it is.

— Priya, after reading this guide

So, what should Priya pick?

Priya is solo, runs a service business, has no immediate plan to raise money. She has one possible co-founder coming on board.

For her, an LLP is the sweet spot. Limited liability (her personal assets stay safe), simpler annual compliance than Pvt Ltd, partner-style profit sharing. If she ever needs equity from investors, she can convert later — it's not the end of the world.

💡 The quick rule

Going to raise from VCs, angels, or even friends-and-family equity? Pvt Ltd, full stop. Service or family business with no fundraising plans? LLP. Just testing an idea? Start as a Proprietorship and upgrade later.

What actually happens, step by step

Once Priya picks her structure, here's what the next 10 days look like. Same flow for Pvt Ltd and OPC; LLP and Proprietorship are simpler variants.

1
Get your DSC Digital Signature Certificate for each director · Same day to 2 days
2
Reserve a name Suggest 2 names on MCA SPICe+ Part A · 1–3 working days
3
File the big form (SPICe+ Part B) MOA + AOA + your details · auto-gives DIN, PAN, TAN · 3–5 days
4
Certificate of Incorporation 🎉 Your CIN is issued. Your company is legally born.
5
Open a current account Any bank, with your CoI + KYC · 2–7 days

What it'll really cost you

Add it up: government fees, stamp duty, DSC, and a CA's help. For most founders, here's the realistic total.

Proprietorship Under ₹2,000 Just GST + Udyam (both free)
₹₹
LLP ₹5,000 – ₹9,000 DSC + state-wise stamp duty
₹₹₹
Private Limited ₹7,000 – ₹15,000 All government fees + a CA's help

As of Jan 2026. Government fees can change — check mca.gov.in before filing.

Documents you'll need to keep handy

The 3 mistakes that cost real money

⚠️ Mistake 1 — picking the prestige option

"Pvt Ltd sounds professional." Sure. But it also costs ₹10–15k every year in compliance (ROC filings, audit, tax). If you're a 1-person service business without fundraising plans — that's pure pain.

⚠️ Mistake 2 — name that violates a trademark

The ROC will reject it and you lose your reservation fee. Always check the trademark database before applying.

⚠️ Mistake 3 — forgetting day 31

You're not done at the certificate. Within 30 days you must appoint an auditor (Form ADT-1). Within 180 days, declare commencement of business (Form 20A). Miss these → penalties + your company gets marked "non-compliant" on MCA.

When you might want help

Proprietorship and Udyam? Do it yourself in an evening — it really is that simple. Pvt Ltd, LLP, OPC? Get help. Not because the forms are hard, but because getting the MOA wording, share structure, and post-incorporation compliance setup right pays for itself many times over. A wrong MOA clause means you can't expand into a new business line later without amending — and amending costs more than getting it right the first time.

Going deeper
Pvt Ltd vs LLP vs OPC — the full comparison

Quick answers

Since 2015: none. You can start with ₹1,000 authorised capital. Most founders commit ₹1 lakh (₹100 × 10,000 shares of ₹10 each) to keep things flexible for future allotments — but that's a choice, not a rule.

Yes. You need a recent utility bill (electricity, water, gas — not older than 2 months) and an NOC from the property owner. Many founders register at home and shift to commercial premises later.

Yes, but at least one director must be an Indian resident (in India for ≥ 182 days in the previous calendar year). Foreign directors need an apostilled passport, address proof and a notarised DIN application.

From the day we have all documents in hand: 8–12 working days to the Certificate of Incorporation. Add 2–7 days for the bank account.

Not always. GST is needed if your turnover crosses the threshold (₹40L goods / ₹20L services), or you sell inter-state, or sell on e-commerce, or supply to GST-registered buyers. Read our "Do you need GST?" guide.

Want us to handle the whole thing?

Free 15-minute call to pick the right structure. Fixed-fee quote. Certificate in 10 days.

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