The five components of incorporation cost
Whatever anyone quotes you, the cost of incorporating a company in India is made up of the same five parts. Any quote that does not itemise them is hiding something.
- Digital Signature Certificates (DSC) — one per director and subscriber. Class-3 DSCs with two-year validity cost roughly ₹1,000–1,500 each from certifying authorities.
- MCA government fees — the fee for the SPICe+ incorporation form and, where filed separately, the name reservation. For companies with authorised capital up to ₹15 lakh, the incorporation fee itself is nil; the name reservation fee is ₹1,000.
- Stamp duty — charged by the state where the registered office is located, on the MoA, the AoA and the SPICe+ form. This is the component that varies most between Delhi and Uttar Pradesh.
- PAN and TAN — applied for through SPICe+; a nominal fee of around ₹130 in total.
- Professional fee — what you pay a CA, CS or service provider to draft the MoA and AoA, prepare declarations, file the forms and follow up. Ours starts at ₹999.
Indicative cost of a Private Limited Company (₹1 lakh authorised capital, 2 directors)
| Component | Delhi | Noida / Ghaziabad (UP) |
|---|---|---|
| 2 Class-3 DSCs | ₹2,000–3,000 | ₹2,000–3,000 |
| MCA incorporation fee (capital ≤ ₹15 lakh) | Nil | Nil |
| Name reservation (SPICe+ Part A) | ₹1,000 | ₹1,000 |
| Stamp duty — MoA | ₹200 | ₹500 |
| Stamp duty — AoA | 0.15% of authorised capital (₹150 on ₹1 lakh) | ₹500 (fixed slab for small capital) |
| Stamp duty — SPICe+ form | ₹10 | ₹10 |
| PAN + TAN | ≈ ₹130 | ≈ ₹130 |
| Professional fee (Probay Basic) | ₹999 | ₹999 |
| Indicative total | ≈ ₹4,500–5,500 | ≈ ₹5,100–6,100 |
The picture flips at higher capital: because Delhi's AoA duty is a percentage of authorised capital, a ₹25 lakh company pays ₹3,750 in AoA duty in Delhi against a fixed slab in UP. Stamp rates are set by state governments and are revised from time to time — treat the figures above as indicative and rely on the written quote you receive before filing.
Use our cost calculator to see an indicative total for your capital, state and number of directors in seconds.
How LLP and OPC costs differ
LLP: the MCA fee for incorporation (FiLLiP) depends on contribution — ₹500 for contribution up to ₹1 lakh, ₹2,000 up to ₹5 lakh, ₹4,000 up to ₹10 lakh and ₹5,000 above that. Name reservation (RUN-LLP) costs ₹200. The main additional item is stamp duty on the LLP Agreement, charged by the state on the capital contribution, plus the Form 3 filing fee. Two DSCs are needed for the designated partners.
OPC: essentially the same as a Private Limited Company but with one DSC instead of two, and one DIN. The nominee's consent (INC-3) carries no government fee.
Five ways to keep incorporation cost down
- Start with modest authorised capital (₹1–10 lakh). Stamp duty and, above ₹15 lakh, MCA fees rise with it. You can increase capital when you actually raise money.
- Keep the number of subscribers to what you need. Every extra director or subscriber means another DSC.
- Do a proper name check before applying. A rejected name costs a resubmission and, after two rejections, a fresh fee.
- Choose the state deliberately. For large capital, Uttar Pradesh stamp duty is lower than Delhi's — but do not register in a state where you do not operate just to save duty.
- Ask for an itemised quote. If the professional fee, government fee, stamp duty and DSC are not shown separately, you cannot compare providers.
Frequently asked questions
Is the ₹999 fee the total cost of company registration?
No. ₹999 is the professional fee. Government fees, stamp duty, DSCs and PAN/TAN are additional and depend on your state and capital. A realistic all-in figure for a small two-director company is ₹4,500–6,500.
Why does stamp duty differ between Delhi and Noida?
Stamp duty is a state subject. Delhi charges duty on the Articles of Association as a percentage of authorised capital; Uttar Pradesh applies fixed slabs. For small capital the totals are close; for large capital UP is cheaper.
Is there a minimum capital requirement?
No. The minimum paid-up capital requirement was removed in 2015. You can incorporate with any amount; most founders use ₹1 lakh authorised capital.
Are government fees refundable if the application is rejected?
Generally no. The MCA allows resubmission of a SPICe+ application within the permitted attempts without paying the fee again; after that a fresh application and fee are required. Careful preparation avoids this.
Does GST apply on the professional fee?
Yes, 18% GST applies on professional fees. It does not apply on government fees and stamp duty, which are paid at actuals.