SPICe+(SPICe PLUS): MCA FORM FOR COMPANY REGISTRATION

SPICe+(SPICe PLUS): MCA FORM FOR COMPANY REGISTRATION

SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus) is the single integrated web form on the MCA V3 portal through which every new company in India is incorporated in FY 2026-27. It bundles ten government services — name reservation, incorporation, DIN allotment, PAN, TAN, GSTIN, EPFO, ESIC, profession tax enrolment, and bank account opening — into one structured application. For companies with authorised capital up to Rs. 15 lakh, the government fee for incorporation is nil. A well-prepared application produces a Certificate of Incorporation, PAN, and TAN in seven to ten working days.

What SPICe+ Actually Does: Ten Services, One Window

Before SPICe+, incorporating a company meant navigating at least five separate portals: MCA for the company itself, NSDL for PAN and TAN, the GST portal for GSTIN, EPFO for provident fund registration, and ESIC for employee state insurance. Each required its own login, its own form set, and its own timeline.

SPICe+, as it operates on MCA V3 today, collapses this into a single workflow. When you file SPICe+ Part B along with its linked forms, you simultaneously apply for:

1. Name reservation (via Part A, already approved at this stage)
2. Certificate of Incorporation under the Companies Act, 2013
3. Director Identification Number (DIN) for up to three new directors
4. Permanent Account Number (PAN) for the company
5. Tax Deduction and Collection Account Number (TAN)
6. GST Identification Number (GSTIN) — optional, but most founders opt in
7. EPFO registration (Employees' Provident Fund Organisation)
8. ESIC registration (Employees' State Insurance Corporation)
9. Profession tax enrolment in Maharashtra, Karnataka, and certain other participating states
10. Bank account opening through a bank empanelled with MCA

The critical word is optional for services 6 through 10. You decide at the time of filing whether to opt in. Opting for GSTIN through AGILE-PRO-S at incorporation is strongly advisable for most operating businesses — it avoids a second round of document collection and a separate registration process just days after you receive your Certificate of Incorporation.

Structure of SPICe+: Part A and Part B

Part A — Name Reservation

Part A is a concise standalone form — primarily a name-search and reservation tool. You propose up to two names in order of preference, along with:

• The main business activity (NIC Code — National Industrial Classification code)
• A brief note on the significance or origin of the proposed name
• The proposed type of company (Private Limited, Public Limited, OPC, Section 8, etc.)

The MCA system auto-checks your proposed name against the existing company and LLP name database, trademark registrations on the Trade Marks Registry portal, prohibited and sensitive words under the Companies (Incorporation) Rules, 2014, and names that are too generic or phonetically identical to well-known brands.

Critical time constraint: Part A approval is valid for 20 days from the date of approval. If you do not file Part B within this window, the name reservation lapses — you lose the filing fee and restart the process with a fresh Part A application.

Part A is not compulsory as a separate step. You can propose a name directly within Part B itself. However, most practitioners file Part A first to confirm name availability before collecting the complete document set for Part B. A name rejection inside Part B is more disruptive than a Part A rejection because the entire application is affected.

Part B — The Incorporation Application

Part B is where the company comes to life on paper. It captures:

• Registered office details: Full address, email ID, phone number, district, state, and PIN code
• Capital structure: Authorised share capital, paid-up share capital, class of shares, face value, and premium (if any)
• Director and subscriber information: DIN (or a fresh DIN application), PAN, Aadhaar, designation, and current residential address for each person
• Object clause: The main and ancillary objects, drawn from the description given in Part A
• Stamp duty: Auto-calculated by the portal based on authorised capital and the state of the registered office
• Linked service details: GST constitution type, NIC code for GST, preference of empanelled bank, and profession tax state

Part B cannot be filed independently. It must be linked to an approved Part A SRN (Service Request Number) or an approved RUN (Reserve Unique Name) reference, and must be submitted together with AGILE-PRO-S, INC-9, e-MoA (INC-33), and e-AoA (INC-34) for a standard private limited company.

Linked Forms You Must File Alongside SPICe+

AGILE-PRO-S

AGILE-PRO-S (Application for Goods and services tax identification number, Employees' State Insurance Corporation registration, Employees' Provident Fund Organisation registration, Profession Tax, and Opening of bank account) is mandatorily linked to SPICe+ Part B. Even if you choose not to opt into any of the services, you must complete the form — simply leave the optional fields unselected rather than skipping the form altogether.

Within AGILE-PRO-S:

• GSTIN: Provide HSN/SAC codes for your principal goods or services, estimated annual turnover, and the GST constitution type (Private Company, OPC, etc.). The GSTIN is typically issued within 7–10 working days of the Certificate of Incorporation.
• EPFO and ESIC: Registration numbers are auto-generated upon incorporation. No separate online application is required.
• Profession Tax: Available for companies registering in Maharashtra, Karnataka, West Bengal, and a few other participating states. Select your state and the portal handles the application.
• Bank Account: Choose from MCA's list of empanelled banks. The bank receives a digital intimation after incorporation and contacts the company for video KYC and account activation.

INC-9 — Declaration by Subscribers and Directors

INC-9 contains the statutory declaration under Section 7(1)(b) of the Companies Act, 2013, by each subscriber to the Memorandum and each first director. It confirms that all information is true, that the person is not disqualified, and that the subscriber is competent to contract.

INC-9 is system-generated — the MCA V3 portal auto-populates it from the data entered in Part B. Your job is to ensure every subscriber and proposed director signs it with their DSC before final submission. An NRI subscriber without an Indian DSC requires a notarised and apostilled physical declaration, which adds processing time and should be planned for well in advance.

e-MoA (INC-33) and e-AoA (INC-34)

The Memorandum of Association (MoA) and Articles of Association (AoA) are the constitutional documents of the company. For most standard private limited companies and OPCs, these are executed electronically within the V3 portal:

• INC-33 (e-MoA): Contains the name clause, registered state, objects clause, liability clause, and the subscription by founding members — each of whom signs with DSC.
• INC-34 (e-AoA): Contains internal governance rules — share transfer restrictions (particularly the pre-emption clause required for private companies), board procedures, quorum, and dividend policy.

If the company adopts Table F (the model Articles under Schedule I of the Companies Act, 2013) as its AoA without modification, filing INC-34 is not required. In practice, most professionally incorporated companies file a customised e-AoA via INC-34 to include clauses on ESOP pools, drag-along rights, or investor reserved matters.

Conditional Forms

Documents to Arrange Before You Open the Portal

Gather everything below before your first session on MCA V3. The portal can time out on long sessions, and partially filled forms must be re-entered from scratch.

For each proposed Director and Subscriber:

• Class 3 DSC registered on MCA V3 under "My Profile → Manage DSC" — allow 2–3 working days for issuance from an authorised certifying authority (not all DSCs come pre-registered on MCA V3)
• Self-attested copy of PAN card
• Self-attested Aadhaar card
• Proof of current residential address — bank statement, utility bill, or Aadhaar; must not be older than 2 months from the date of filing Part B
• Recent passport-size photograph (JPEG format, under 100 KB)
• Signed Form DIR-2 — consent to act as first director
• Existing DIN number, if the person is already a director in another company

For the Registered Office:

• Latest utility bill (electricity, gas, or telephone) in the property owner's name — not older than 2 months
• No Objection Certificate (NOC) from the property owner, even if the registered office is a director's home address — if the property is jointly owned, all owners must sign
• Rent or lease agreement, if applicable
• Property tax receipt or sale deed if the property is owned by the company or a founding subscriber

For the Company:

• Finalised list of main business objects (drives the NIC code selection and MoA objects clause)
• Agreed authorised capital and paid-up capital amounts
• Share distribution schedule among subscribers

Step-by-Step Filing on MCA V3

1. Log in to MCA V3 at mca.gov.in using your PAN-based user account. If you are a practising professional certifying the form, use your professional credentials. Register your DSC under "My Profile → Manage DSC" before proceeding.

1. File SPICe+ Part A. Navigate to MCA Services → Company Services → SPICe+ Part A. Enter the proposed name(s), NIC code, and company type. Pay the prescribed filing fee. The system runs a real-time name check; approval typically arrives in 1–3 working days.

1. Open Part B after approval. Once Part A is approved, access SPICe+ Part B linked to the SRN shown in your dashboard. The approved name pre-populates automatically — do not attempt to edit it at this stage.

1. Fill Part B. Enter registered office details, capital structure, and director/subscriber information. The portal validates DIN-PAN-Aadhaar combinations in real time against NSDL and UIDAI databases. Any mismatch — even a single-character difference in name or a transposed date of birth — triggers an immediate error.

1. Complete AGILE-PRO-S. Within the same session, fill in the AGILE-PRO-S tab. Select GSTIN, choose a bank, and confirm EPFO/ESIC opt-in status.

1. Generate and sign INC-9, e-MoA, e-AoA. The portal auto-generates INC-9. Each subscriber and proposed director must sign it with their DSC. Complete e-MoA and e-AoA within the portal — these are web-based forms, not PDF uploads — and have each subscriber execute them digitally.

1. Professional certification. The certifying CA, CS, or CMA logs in, reviews all data, attaches their DSC signature in the "Certification" section, and records their professional details and membership number.

1. Upload supporting documents. Attach identity proofs, address proofs, registered office documents, NOC, DIR-2 forms, and photographs as per the portal checklist. Each PDF must generally be under 2 MB.

1. Pay fees and submit. The portal displays a fee summary — government fee (if applicable), stamp duty on e-MoA and e-AoA, and any other statutory charge. Pay via net banking, debit card, or NEFT. On successful payment, you receive a final SRN confirmation and the application moves to Registrar of Companies (RoC) processing.

Government Fees, Stamp Duty, and What You Actually Pay

Government Incorporation Fee

Under the Companies (Registration Offices and Fees) Rules, 2014, as amended under the Ease of Doing Business initiative:

• Authorised capital up to Rs. 15,00,000: Government incorporation fee — Rs. 0
• Authorised capital Rs. 15,00,001 to Rs. 25,00,000: Rs. 2,000
• Authorised capital Rs. 25,00,001 to Rs. 1,00,00,000: Rs. 4,000, with incremental slabs above this threshold as prescribed

Most seed-stage and early-stage private limited companies are incorporated with authorised capital between Rs. 1 lakh and Rs. 10 lakh — placing them firmly in the nil-fee bracket.

Stamp Duty

Stamp duty on e-MoA and e-AoA is a state-level levy and varies materially across states. It is calculated on authorised capital according to the state's stamp schedule and is auto-computed and collected by the MCA V3 portal at the time of payment. No physical stamp paper is required for electronically executed MoA and AoA.

Worked Example: TechNova Private Limited

Scenario: Rahul and Priya incorporate TechNova Private Limited in Bengaluru, Karnataka. Each subscribes to 500 equity shares of Rs. 10 face value. Authorised capital: Rs. 10,00,000. Paid-up capital: Rs. 1,00,000.

The stamp duty figures above are approximate — the V3 portal computes the exact amount at the time of filing based on the current state schedule. The material point: for a company at Rs. 10 lakh authorised capital, the entire out-of-pocket government cost of incorporation is under Rs. 6,000 before professional fees.

What happens if the name lapses? If Rahul and Priya forget to file Part B within 20 days of Part A approval, the name lapses. They file a fresh Part A, pay another Rs. 1,000, and wait 1–3 working days for re-approval. A small sum, but a 3–5 day delay at a stage when they may have a GST registration pending or a client contract waiting.

Common Mistakes That Delay or Kill an Application

1. Name that triggers a trademark or phonetic conflict The most frequent cause of Part A rejection is a proposed name that is identical to, or deceptively similar to, a registered trademark or an existing company name. Run a trademark search on ipindiaonline.gov.in before filing Part A. MCA's automated name-check screens against the company database but is not a substitute for a manual trademark review.

2. DIN-PAN-Aadhaar mismatch The V3 portal validates name, date of birth, and PAN against NSDL, and Aadhaar against UIDAI, in real time. A single character error — "Rahul" in one record and "Rahull" in another, or a date of birth day and month transposed — causes an immediate error. Verify the exact name and date of birth as they appear on the Income Tax Annual Information Statement (AIS) under AY 2027-28 before entering them in Part B.

3. DSC not pre-registered on MCA V3 A DSC issued by an authorised certifying authority is not automatically usable on MCA V3. It must be registered under "My Profile → Manage DSC" in the relevant user account before it can sign any form. Founders who discover this only at the signing step lose at least a day.

4. Registered office utility bill older than two months The utility bill for the registered office must be dated within 2 months of the date of filing Part B. A bill outside this window is rejected during document upload. Check the bill date before starting the session.

5. NIC code and objects clause mismatch The NIC code selected in Part A determines the industry category. The objects clause in the e-MoA must be consistent with this code. A mismatch — such as an NIC code for "software development" combined with objects describing "manufacture of pharmaceuticals" — will be flagged during professional certification and may require the entire application to be resubmitted.

6. Missing NOC from the property owner Even where the registered office is a director's personal residence, the NOC must be a signed document from the property owner (or all co-owners if jointly held). A self-certified NOC from the director who also owns the property is generally acceptable, but check the specific RoC's current practice.

7. Skipping GSTIN and immediately regretting it If your business will supply goods or services — which covers virtually every operating company — opting in for GSTIN at incorporation saves a separate registration cycle immediately post-COI. There is no cost to selecting it in AGILE-PRO-S, and it can always be surrendered later if turnover remains below the registration threshold.

After Submission: Timelines and Immediate Post-Incorporation Obligations

Once the application is submitted and payment confirmed:

• RoC processing: 3–7 working days for standard applications under routine scrutiny
• Certificate of Incorporation (COI): Issued digitally by the RoC. It includes the Corporate Identification Number (CIN), date of incorporation, and the company name. PAN and TAN are printed on the COI itself — no separate certificates are issued
• GSTIN: If opted through AGILE-PRO-S, typically within 7–10 working days of COI
• EPFO and ESIC registration numbers: Usually generated within 1–3 working days of COI
• Bank account: The empanelled bank receives a digital notification and contacts the company for video KYC. Account activation typically takes 3–7 working days after COI

Your first statutory obligations begin immediately after COI:

• INC-20A (Commencement of Business Declaration): Must be filed within 180 days of incorporation if the company has a share capital. This confirms that subscribers have paid their subscription money into a designated bank account. Non-compliance attracts a penalty of Rs. 50,000 on the company and Rs. 1,000 per day on each officer in default for the duration of the default — a cost that escalates quickly if overlooked
• First Board Meeting: Must be held within 30 days of the date of incorporation under Section 173(1) of the Companies Act, 2013
• Statutory Registers: Must be opened promptly — Register of Members, Register of Directors and Key Managerial Personnel, and the Register of Charges (even if empty at the start)

Key Takeaways

• SPICe+ is the only route for new company incorporation on MCA V3 in FY 2026-27; there is no legacy form or alternative path for standard registrations
• Part A approval is valid for 20 days — if Part B is not submitted within this window, the name and the Part A fee lapse and you restart from scratch
• Government incorporation fee is nil for authorised capital up to Rs. 15 lakh; the real out-of-pocket costs are state stamp duty (auto-calculated on V3), DSC issuance, and professional certification fees
• AGILE-PRO-S is mandatory even when you opt out of every linked service — fill the form, leave optional fields blank; do not skip the form entirely
• Real-time DIN-PAN-Aadhaar validation is unforgiving — verify the exact name and date of birth on PAN records (cross-check via AIS under AY 2027-28) before entering data in Part B
• INC-20A must be filed within 180 days of incorporation if paid-up capital exists — the Rs. 50,000 company penalty plus Rs. 1,000 per day per officer makes this the single most expensive post-incorporation oversight for founders who miss it
• A fully prepared application — all documents in hand, DSCs registered on V3, name pre-cleared — moves from submission to Certificate of Incorporation in 7–10 working days; poor preparation or a name rejection can stretch this to three to four weeks