Company vs LLP registration: process and documents
A private limited company is incorporated through the SPICe+ web form on the Ministry of Corporate Affairs (MCA) portal. A Limited Liability Partnership (LLP) is incorporated through the FiLLiP form, optionally after reserving a name through RUN-LLP, and must then file its LLP agreement in Form 3. This article explains both routes, the documents usually needed and how the two structures differ.
- Company: SPICe+ (INC-32) has Part A (name) and Part B (incorporation, DIN, linked registrations), with linked forms such as the e-MoA (INC-33), e-AoA (INC-34) and AGILE-PRO-S.
- LLP: reserve a name via RUN-LLP (optional), incorporate via FiLLiP, then file the LLP agreement in Form 3 within 30 days of incorporation.
- Directors and designated partners need a Digital Signature Certificate (DSC) and a DIN/DPIN; proof of the registered office is needed in both routes.
- Fees and stamp duty vary with capital and state. Check the current MCA fee information on the day of filing.
How is a private limited company registered in India?
A private company is incorporated by filing SPICe+ (INC-32), an integrated web form on the MCA portal. It combines name reservation, DIN allotment and incorporation, and links to other forms. MCA's SPICe+ FAQs describe the structure: Part A deals with name reservation, and Part B covers incorporation and the linked services.
Steps for a company
- Choose the name (Part A). Up to two names can be proposed. Where Part A is filed on its own, MCA's guidance says an approved name is held for 20 days; confirm the current period on the portal.
- Obtain a DSC. Each person who will sign the forms needs a Digital Signature Certificate registered on the MCA portal against the DIN, PAN or membership number used in the form.
- Fill Part B. Enter the director details. First directors who do not hold a DIN can apply for one within the form, subject to a cap stated in the instruction kit.
- Attach the e-MoA (INC-33) and e-AoA (INC-34). MCA's FAQs list exceptions, for example where non-individual first subscribers are based outside India.
- File AGILE-PRO-S. This is the linked form for GSTIN, EPFO, ESIC, a bank account and certain state registrations.
- Pay the fee and stamp duty. Then await the Certificate of Incorporation. The amounts depend on authorised capital and the state of the registered office, so use the current MCA information.
Sources for the steps: the SPICe+ FAQs, the SPICe+ Part B instruction kit and the AGILE-PRO-S instruction kit. Rules and caps in these kits are amended from time to time, so read the version currently on the portal.
How is an LLP registered?
An LLP is incorporated using the FiLLiP form on the MCA portal. Name reservation can be done earlier through the RUN-LLP service, in which case the approved SRN is quoted in FiLLiP. Once the Certificate of Incorporation is issued, the LLP agreement is filed separately in Form 3. MCA's FiLLiP instruction kit describes the form.
Steps for an LLP
- Reserve a name (RUN-LLP, optional). An approved LLP name is valid for three months and is not renewable, and the same login must be used for FiLLiP.
- Obtain DSCs. The designated partners need DSCs of the class the instruction kit specifies.
- File FiLLiP. Give details of partners, designated partners and the registered office. Designated partners without a DIN/DPIN can apply through the form, with their consent filed in Form 9 as an attachment.
- Receive the Certificate of Incorporation. The certificate is issued by the Registrar once the form is approved.
- File the LLP agreement in Form 3. File it within 30 days of incorporation. Later changes to the agreement are filed in Form 3 again, also within 30 days.
The name validity and the Form 3 period come from MCA's LLP e-filing page and the Form 3 instruction kit.
What documents are required to register a company or LLP?
Documents are broadly similar for both routes: identity and address proof of each director or partner, digital signatures, proof of the registered office, and the constitutional documents. The list below is indicative; the instruction kit for the current form version governs.
- PAN and identity proof of each director or partner (for foreign nationals, the passport and address proof as the kit specifies)
- Address proof of each individual (recent bank statement or utility bill, as the form specifies)
- Photograph and specimen signature where the form asks for them
- DSC for each signatory
- Proof of the registered office: sale deed, lease or rent agreement, or utility bill. Where the premises belong to someone else, a No Objection Certificate (NOC) from the owner or occupant. MCA's advisory says the utility bill should not be older than two months and that the address in the form and the proof should match
- Draft MoA and AoA (company) or the terms of the LLP agreement (LLP)
- Consent to act as director (company) or Form 9 consent (LLP designated partners)
How do a company and an LLP differ?
A private company is governed by the Companies Act, 2013 and run by a board under its memorandum and articles, while an LLP is governed by the Limited Liability Partnership Act, 2008 and run by its partners under the LLP agreement. The table compares the features of the two structures.
Scroll horizontally to see all three columns.
| Feature | Private limited company | LLP |
|---|---|---|
| Governing law | Companies Act, 2013 | Limited Liability Partnership Act, 2008 |
| Incorporation form | SPICe+ (INC-32) | FiLLiP |
| Minimum people | Two directors for a private company (section 149(1)); at least one director resident in India, meaning a minimum stay in India during the financial year as set out in section 149(3) | Two partners; at least two designated partners who are individuals, of whom at least one is resident in India (section 7) |
| Governing document | MoA and AoA | LLP agreement (filed in Form 3) |
| Management | Board of directors appointed by the shareholders | Partners, as per the agreement |
| Annual MCA filings | AOC-4 and MGT-7 (see the ROC filing brief) | Form 11 (annual return, within 60 days of the close of the financial year) and Form 8 (statement of account and solvency, within 30 days from the end of six months of the financial year) |
| Audit | Statutory audit under the Companies Act | Depends on the LLP's size; check the current provisions on MCA |
For LLPs, MCA's material on partners and designated partners explains who counts as "resident in India" for a designated partner. The minimum-stay test is set out in section 7 of the LLP Act and has been amended over time, so check the current day count on the MCA site before relying on it. The test for a company's resident director is in section 149(3) of the Companies Act.
What should be checked before filing?
Before filing, check name availability, the registered office proof, every signatory's DSC and the current forms, fees and stamp duty on the MCA website. Mismatches between the form and its supporting documents, especially the registered office address, are a common cause of queries or rejection, according to MCA's advisory.
- Name availability and the naming guidelines on the MCA portal.
- That the registered office proof is valid and matches the address in the form.
- That every signatory's DSC is registered on the MCA portal.
- Current fees, state stamp duty and form versions on the MCA website.
Last reviewed: 15 October 2026
Sources
- MCA SPICe+ and linked filings FAQs
- MCA SPICe+ Part B instruction kit
- MCA AGILE-PRO-S instruction kit
- MCA FiLLiP instruction kit
- MCA LLP Form 3 instruction kit
- MCA LLP e-filing page
- MCA partners and designated partners
- MCA advisory on registered office proof
- Companies Act, 2013 (India Code)
- Limited Liability Partnership Act, 2008 (India Code)