Overview of Private Limited Company registration in Delhi NCR
Starting a business of your own could be an exciting as well as a nerve-wracking situation for you, after all, it’s a big responsibility. However, at the same time, it is highly recommended for you pick a business structure that could allow you maximum benefits and save your energy to focus on growing your business. Therefore, for someone who believes in starting small & make their way upward is one of the highly recommended ways to start a private limited in India.
A private limited company registered in Delhi NCR is a popular business structure that is especially relevant for smaller companies & start-ups who are with higher risk and growth aspirations. It comes with multifarious benefits like limited liability, separate legal existence, better credibility, and ease in raising external funds. Unlike a partnership firm or an LLP, the day-to-day affairs of a company are managed by the directors of the Private Limited Company.
Definition of Private Limited Company in Delhi NCR
Section 2(68) of the Companies Act 2013 describes, a Private Limited Company as a company that-
- Places a restriction in its articles of association regarding the transfer of shares.
- Limits the total number of members to up to two hundred.
Therefore, in the case of a private limited company, the number of total shareholders cannot be more than 200 at a time, and the transfer of shares is restricted to be traded among the public in general. Therefore, a private limited company is essentially suitable for smaller companies.
Private Limited Company registration in Delhi NCR
Delhi, officially known as the National Capital Territory (NCT) of Delhi, is India’s union territory and capital. Delhi shares boundaries with Uttar Pradesh and Haryana. The city was the capital of two major empires, the Delhi sultanate and the Mughal Empire, from the 13th to the mid-19th century. New Delhi, the southern region within Delhi, was declared the capital of the British Indian Empire. In the index of human development, Delhi ranks 5th. Besides this, Delhi has the second-highest GDP after Goa.
As per the 2011 census of India, the total population of NCT of Delhi is 16,753,235, with a population density of 11297 persons per square kilometer. The sex ratio of Delhi is 866 women per thousand men, and the literacy rate of Delhi is 86.34%.
The major service industries in Delhi are information technology, hotels, telecommunications, media, banking, and tourism. Besides these services, health, power, construction, real estate, and community services have also helped boost Delhi’s economy. The city currently has India’s most prominent and fastest-growing retail industry and is also the largest commercial center in Northern India. Some good companies have established manufacturing units in this city’s headquarters, which helped grow the manufacturing sector.
Hinduism is the predominant religion in Delhi, followed by Islam, Sikhism, Jainism, and Buddhism. Hindi is the most spoken language in Delhi, and other languages spoken in Delhi are Punjabi, Urdu, and Bengali. The city’s official language is Hindi, and Urdu and Punjabi are declared additional official languages.
The startup ecosystem in Delhi
As per the economic survey 2021-22, Delhi, the national capital of India, has replaced Bangalore as the startup capital of India. The Government of Delhi has the vision to transform the national capital into a global innovation hub. The government aspires to make Delhi the most preferred destination for startups by 2030.
With the help of the startup policy, the government will try to build a strong enabling ecosystem for an innovation-based economy. Through the policy, the government wants to foster entrepreneurs’ spirit with the help of a strong support mechanism. The government aims to encourage, facilitate and support 15,000 startups by 2030 with the help of the Delhi startup policy. The vision of the Delhi startup policy is to create entrepreneurs and business leaders out of Delhi youth. So, the startup policy of Delhi aims to attract the young population to become entrepreneurs and business owners. This will be done by teaching entrepreneurship to students from 9th to 12 standards. To aid them, the government will provide seed capital under the ‘Business Blaster Program.’ The Business Blaster Program is an initiative the Delhi government took to encourage the spirit of entrepreneurship in the school-going students of Delhi.
The Delhi government is trying to build a strong and supportive startup ecosystem in Delhi. Delhi already has a very strong startup ecosystem, but there is always room for improvement. The Delhi government’s vision is to attract young people to entrepreneurship and build a world-class startup ecosystem.
Effective startup ideas in Delhi
Delhi has replaced Bengaluru as the startup capital of India, which means that it is undoubtedly the best place to start a business. The city has several business opportunities, and wholesale products are readily available. With the help of readily available resources, it becomes easy to set up business in Delhi. So, if you are wondering about startup ideas in Delhi, then here are some of the best startup ideas in Delhi.
Hand crafted items
The crowd of Delhi is all about thrift stores and handcrafted items. In the 21st century, that trend of handmade or handicraft items is returning to India’s capital. The demand for handmade and ethnic items like decorative items, embroidered clothes, handbags, etc., is relatively high in Delhi markets. So, opening a business of handcrafted items is undoubtedly going to make you huge profits with less investment. Above all, you can design your website or collaborate with online stores to sell your handmade items. You can promote your handcrafted items through Instagram, Facebook, and other social media platforms.
Printed Clothes
Delhi is famous for its fashion sense and statement clothing. The young population in Delhi is more attracted to printed clothes, especially the ethnic ones. Opening a printed cloth business is undoubtedly a good idea in Delhi because clothes are more than just an attire in Delhi. For Delhiites, clothes are vibes, so the printed clothes business is small yet a profitable business idea. You can build your own website to sell the clothes you have printed, or you can sell the clothes to wholesale markets.
Online Dietician service
Delhi is all about food and fitness. So, starting an online dietician business is an excellent idea if you have a background in food and nutrition. People in Delhi are getting health-conscious nowadays. You will find people eagerly waiting to adopt a healthy lifestyle, so if you can help them regulate their diet, setting up an online dietician service is a good startup idea. With the help of the dietitian business, you will not only earn money but also make a difference in the life of people who are fitness and health-conscious but do not know how to maintain their health. This is a low investment yet profitable business idea in Delhi.
Hostel services
Being the hub of educational coaching institutes, Delhi attracts many students from other states. Many students across the country come to Delhi to get a quality education. Such students need accommodation facilities, so opening a hostel service is undoubtedly an excellent startup idea. To open a hostel, you need considerable capital to invest in the business. Though this idea needs considerable investment, it will surely yield you long-term high profits.
Salient Features of a Private Limited Company registered in Delhi NCR
Upper Ceiling for Members
The Companies Act 2013 provides that in order to incorporate a Private Limited Company there must be at least two members who shall subscribe their names to the MOA of the company, while the maximum number of members cannot go beyond 200.
Number of directors
Again, as per the Act 2013, it shall be compulsory for every Private Limited Company to have at least two directors out of which one should be a resident director i.e. who resides for at least 182 days in India in the previous year.
Body Corporate
A Private Limited Company is a body corporate having a separate legal status in the eyes of the law, which enjoys limited liability for its members, perpetual succession & separate property from its members. Limited Liability, which means that whenever the company is insolvent or facing losses, the members of the company shall not be liable to pay beyond their agreed amount of contribution.
Unique Name & Suffix‘
Every proposed Private Limited Company must have a unique name that signifies the object or nature of the business. Further, it shall be compulsory for every Private Limited Company to add the suffix ‘private limited’ after its name in every official letter and publication.
Index of members
Since the number of members in a Private Limited Company is limited, a Private Limited Company doesn’t necessarily need to maintain an index of its members as per the Act.
Eligibility Criteria for Private Limited Company Registration in Delhi NCR
i. Minimum amount of shareholders & directors- For the purpose of starting a private limited company, there must be at least two members who subscribe to the Memorandum of Association of the company and at least two directors on its board. There cannot be more than 200 members in a Private Limited Company.
ii. Resident Director- The another requirement to incorporate a Private Limited Company in India is out of the minimum of two directors in the company, there must be at least one director who is a resident of India in the previous financial year, which means that such director must have resided for at least 182 days during the immediately preceding year irrespective of their citizenship. Such a director shall be primarily responsible for managing applicable compliances on time.
iii. Registered Office Address- As per the Companies Act 2013, every company should have a registered office within a period of 30 days from the date of incorporation for all official communication purposes, for which a proof of address must be produced within such time to the MCA. Further, within a period of 30 days, the company needs to have a registered office address and proof of address must be submitted online.
iv. Legal Object- The proposed Private Limited Company shall only be incorporated for legal purposes and not with an aim to pose any threat or misuse or harm the society. The legal object of the proposed company should be expressed clearly in the object clause of the drafted Memorandum of Association (MOA) of the company.
v. DIN for all Directors- As provided under sections 153 and 154 of the Companies Act, 2013, it is compulsory for every individual who wishes to become a director to hold a unique Director Identification Number or DIN, which could either be made by filling form DIR-3 or along with the incorporation form SPICe+ with MCA.
vi. Digital Signature Certificate (DSC)- As the whole process of registration has been made completely online, the directors of the proposed company must verify the genuineness of the documents by signing them digitally. For this, they are required to acquire a Digital Signature Certificate from any government-approved certifying authority, a list of which is available on the MCA portal.
vii. Certificate of Compliance- Further, the proposed company shall also be required to submit a certificate of compliance from a professional such as a CA/CS/CMA, signifying that all the requirements related to incorporation have been genuinely fulfilled.
Benefits of incorporating a Private Limited Company in Delhi NCR
Limited Liability of Shareholders
Unlike a sole proprietorship firm or a partnership firm, a Private Limited Company offers the benefit of liability to its members. In simple words, the debts and assets of a company are separate from its members, thus in the event, the company goes through losses or debts, the personal assets of the members are protected from such debts and could only be responsible till their agreed amount of contribution.
Separate Legal Existence
A Private Limited Company enjoys a separate legal status that can hold its own assets or liabilities, enter into contracts or sue them, and even has perpetual existence that will continue to live despite any death or disability of its members.
Clear Distinction between Management and Ownership
In a Private Limited Company, there is a clear distinction between management & ownership of the company. Since the day-to-day affairs are handled by the management, the directors are responsible for its functioning, while the ownership of the business is vested in the shareholders which prevents clashes & promote growth.
Ease in Raising Funds
Holding a highly legally business structure, banks & financial institutions prefer to issue loans to Companies as they come with benefits such as ease in transfer of ownership & limited liability to its members. VC firms, angel investors, & HNIs consider it safer to invest in a private limited company than any other business entity.
Credibility
Companies incorporated with the Registrar of Companies (ROC) under the Companies Act 2013, are subject to periodical compliances and even submit a copy of financial statements & annual returns providing a clear picture of the affairs of the company.
Process of Private Limited Company Registration in Delhi NCR
Step 1-Apply & Obtain Digital Signature Certificate in Delhi NCR
As a first step, the applicant company needs to apply for a Class 3 category digital signature certificate from a government-recognized certifying authority, the list of the government-approved authorities provided in the portal of the Ministry of Corporate Affairs. Having a DSC is compulsory because it enables the applicant company to sign & e-verify its documents & attachments online.
Step 2-Application for the Allotment of the Director Identification Number in Delhi NCR
For the purposes of incorporation of a Private Limited Company in Delhi NCR, at least two directors must possess a DIN. A DIN could be applied in two ways-
i. File e-form DIR-3 for the allotment of DIN in Delhi NCR
For a director who wishes to become a director in an existing company can make an application for allotment of DIN in e-form DIR -3 from the MCA portal. The applicant director will be required to attach certain documents like proof of identification such as PAN, Aadhaar Card, etc, & proof of residence.
ii. Apply for DIN through the incorporation form SPICe+ in Delhi NCR
With the effect of a notification that arrived on 23.02.2020, in the case of a new Private Limited Company, DIN could be applied to up to three directors along with the incorporation form SPICe+ form.
Step 3-File & Submit the form for Incorporation on the MCA portal in Delhi NCR
Launched in the year 2020, the SPICe+ is a web-based integrated company incorporation form that has been launched as a result of joint efforts of 3 Central Govt Ministries & Departments. (Ministry of Corporate Affairs, Ministry of Labour & Department of Revenue in the Ministry of Finance) and One State Government (Maharashtra), with an intent to promote ‘Ease of Doing Business.
It comes in two parts –Part A & Part B, which offer 10 services thereby saving time, energy & costs and easing the process of registration.
Part A of the SPICe+ includes – Reservation of Unique Name (RUN) in Delhi NCR
Part A of the SPICe+ is the Reservation of the unique name for the proposed applicant name, which could be used for either the incorporation of a new company or for changing the name of an existing company. However, it is advised not to choose any name which is prohibited under the National Emblems Act 1950. Further, the applicant company needs to ensure that the chosen name doesn’t infringe the trademark of any existing company.
Once Part A is completed, the user has to choose the process further-
- Submit for name reservation by making payment of a fee;
- Proceed further to fill Part B or
- Cancel
Part B of the form contains-
- Application for DIN allotment;
- Application for PAN and TAN;
- Application for EPFO registration;
- Application for ESIC registration;
- Application for Professional tax registration (only for the state of Maharashtra);
- Application for allotment of GSTIN allotment;
- Application to open a business bank account
For filling all these above forms, the prescribed application forms have to be downloaded in a PDF format, filled, thoroughly checked and verified, and digitally signed before finally submitting the forms along with required documents & attachments.
The MCA has also relaxed the requirement related to payment of any fee for incorporation till the authorized capital up to Rs. 10Lakhs of authorized capital.
Step 4- Filling & Submission of MOA & AOA in Delhi NCR
Memorandum & Articles of Association (MOA & AOA) are the primary documents of the company aimed for the purpose of laying bye-rules & regulations of the proposed company in dealing with its external as well as internal matters in its day-to-day working. The format for MOA & AOA has been prescribed in the form e- MoA (INC-33) and e-AoA (INC-34) respectively. After putting digital signatures by the subscribers to the Memorandum and Articles of Association, they could be submitted to the portal for final submission.
Step 5-Approval & Obtaining a Certificate of Incorporation (COI) in Delhi NCR
After the verification of the application form, the approval authority will verify the documents & attachments and will grant the Certificate of incorporation which will be the ultimate evidence of approval of registration. The Certificate of Incorporation will be in pdf format with other certificates such as TAN, PAN & GSTIN certificates in the registered email address.
Documents Required for Private Limited Company Registration in Delhi NCR
Documents of prospective members & Directors
i. Copy of ID proof such as Aadhaar, PAN card, Driving License, etc.
ii. Proof of Residence- All the proposed members & directors shall be required to submit a copy of a valid proof of residence that could be any of the documents such as a Voter’s ID/ Passport, Driver’s license / Aadhaar Card. However, the details related to the name in the proof of residence & PAN should exactly be the same. If there is any mismatch in details, it should be corrected before submission to RoC
iii. Copy of utility Bills- Copy of utility bills to verify the address proof which may include documents such as the latest bank statement, telephone bill, mobile bill, electricity bill, gas bill, etc.
iv. Passport-sized photographs on white background with specimen signature (blank document with signature [directors only])
Documents of prospective Private Limited Company Registration in Delhi NCR
i. Proof of registered Address- Every Private Limited Company needs to submit identification proof for the registered address of the company during registration or within 30 days of its incorporation. In case the property is an owned property or purchased, a copy of the sale deed shall be required to be attached. On the other hand, if it’s rented, a copy of the rental agreement or lease deed should be submitted instead.
ii. In case the property is rented, a copy of NOC from the owner expressing no objection over the use of the property should be attached.
iii. Copy of the Utility bills of the registered office such as electricity or telephone bills. However, these Utility bills should not be older than more than 2 months.
Post Compliances after Incorporation in Delhi NCR
Once you successfully incorporate your private limited company in Delhi NCR, you need to be careful of the post-incorporation compliances, failing to fulfill which could lead to hefty penalties. Provided below are some of the key post incorporation that has been provided below-
i. Verification of the Registered Office Address- Every Private Limited Company must submit proof of registered office in e-form INC 22 within 30 days of the incorporation of the Private Limited Company. The e-form should be accompanied by all the required necessary documents & attachments.
ii. Certificate of Commencement of Business through INC 20 A- Next, the Private Limited Company must obtain a certificate of commencement of business by making an application by submitting within 180 days from the date of incorporation to the effect that each subscriber to the memorandum has consented to the share value taken by them.
iii. Appointment of First Auditor- Further, the Private Limited Company needs to appoint its first statutory auditor before the first Annual General Meeting of the Company, who will hold office till the sixth AGM until and unless he receives ratification or resignation concerning registration.
iv. Board Meetings- It shall be compulsory for every Private Limited Company to conduct at least two Board meetings in a financial year. It is also be noted that for every board meeting minutes should be prepared and maintained in the minute book of the Company. Further, the directors of a private limited shall attend the Board meetings.
v. Disclosure of Interest- It shall be compulsory for all the directors of the company to disclose any conflicting interest before the first Board Meeting of the company in e-form MBP-1.
vi. Annual Financial Statements- Finally, it shall be necessary for every Private Limited Company to file annual financial statements in the e-form AOC 4 every year within 30 days of the end of the Annual General Meeting.
Conclusion of Private Limited Company registration in Delhi NCR
Therefore, a Private Limited Company registered in Delhi NCR offers various benefits such as the benefit limited liability and perpetual succession procedural flexibility to its directors to manage their internal organization & manage their business efficiently. Further, the process of a Private Limited Company limited registration has been simplified under Ease of Doing Business which could be completed in four-five steps. Complete your process of private limited company registration & start your journey today!
