Private Limited Company Registration in Bhubaneswar

A Private Limited Company is one of India’s most preferred business structures. It has a separate legal identity, offers limited liability to its shareholders, and ensures business continuity. Governed by the Companies Act, 2013, it is ideal for startups and growing businesses seeking credibility and legal protection.

Pvt Ltd company registration enables easy fundraising, smooth share transfers, and protects personal assets from business risks. It can own property and enter contracts in its own name, making it a secure and flexible business model.

In Bhubaneswar, Odisha’s fast-developing capital, registering a Private Limited Company gives entrepreneurs credibility and access to growth opportunities. The city’s expanding IT, education, and industrial sectors make it a great base for startups and MSMEs aiming for long-term success.

Bhubaneswar, the capital of Odisha, is rapidly emerging as a significant business hub. Entrepreneurs here prefer the Private Limited structure because it offers legal credibility, flexibility, and investor confidence, which are essential for long-term growth.

Key benefits of registering a Private Limited Company in Bhubaneswar include:

• Enhanced Business Credibility: A registered company adds trust and professionalism when dealing with clients, banks, and investors.

• Limited Liability Protection: Protects directors’ personal assets from company liabilities and debts.

• Ideal for Growth & Investment: Allows up to 200 shareholders, making it suitable for startups and growing enterprises.

• Supportive State & Central Regulations: The Odisha Startup Policy 2016, Odisha Industrial Policy 2022, and the Companies Act, 2013 collectively promote company formation by simplifying incorporation, reducing compliance burdens, and offering incentives like tax benefits and financial aid.

• Easier Access to Funding: Registered companies qualify for government funding programs, venture capital, and bank loans.

• Separate Legal Identity: The company exists independently of its directors and shareholders, ensuring business continuity.

• Perpetual Succession: The business remains unaffected by changes in ownership or management.

• Ease of Ownership Transfer: Shares can be easily transferred, allowing seamless entry or exit of investors.

• Structured Compliance & Legal Recognition: Operates under MCA and RoC regulations, ensuring transparency and governance.

Odisha boasts investor-friendly policies and ease-of-doing-business reforms. Hence, registering a Private Limited Company in Bhubaneswar provides entrepreneurs with credibility, growth opportunities, and complete legal protection for long-term success.

Did You Know: Over 70% of registered startups in India prefer the Private Limited Company structure for its scalability, investor appeal, and strong legal framework.

Entrepreneurs planning to register a Private Limited Company in Bhubaneswar must comply with both Odisha state laws and the Ministry of Corporate Affairs (MCA) regulations. Below are the key requirements to ensure a smooth and compliant incorporation process:

• Registered Office in Bhubaneswar: A valid address within Bhubaneswar is required as the registered office. It serves as the company’s official communication address for all legal correspondence. A temporary address can be used during registration and updated within 30 days using Form INC-22. For rented offices, an NOC from the property owner is mandatory.
• Directors and Shareholders: A minimum of two directors and two shareholders is required, and the same individuals can hold both positions. At least one director must be an Indian resident who has lived in India for at least 182 days in the previous financial year.
• State-Level Compliance: Businesses in Bhubaneswar may need to obtain a Trade License, Odisha GST registration, and a Shop & Establishment License under local labor laws, depending on their activities and scale.
• Drafting of MoA & AoA: The Memorandum of Association (MoA) defines the company's objectives, while the Articles of Association (AoA) govern internal operations. These documents are filed online as e-MoA (INC-33) and e-AoA (INC-34) through the SPICe+ form on the MCA portal.
• DIN: Every director must have a Director Identification Number (DIN) issued by the MCA. Under the SPICe+ system, up to three DINs can be automatically allotted during incorporation.
• DSC: All directors and shareholders need a Digital Signature Certificate (DSC) to digitally sign incorporation forms and other documents on the MCA portal.
• PAN and TAN Application: Upon successful registration, the company automatically receives its PAN and TAN through the SPICe+ form, ensuring readiness for tax and compliance operations.
• Age Requirement: Each director must be at least 18 years old at the time of registration.
• No Minimum Paid-Up Capital Requirement: The Companies Act, 2013, does not mandate any minimum paid-up capital for incorporating a Private Limited Company in Bhubaneswar. Founders can start the company with any nominal capital based on their business needs.
• Unique Company Name: The proposed company name must be distinct and approved by the MCA, ensuring it doesn’t conflict with existing registered names or trademarks.
• Authorized Capital Declaration: The company must declare its authorized share capital, which represents the maximum number of shares it can issue.
• KYC-Compliant Documents: All directors and shareholders must provide valid identity and address proofs, such as PAN, Aadhaar, Passport, or Driving License, to meet MCA’s KYC standards.

Registering a Private Limited Company in Bhubaneswar under these guidelines ensures complete legal compliance, transparency, and credibility.

The process of registering a Private Limited Company in Bhubaneswar is fully online and governed by the Registrar of Companies (RoC), Cuttack, under MCA. Here’s a step-by-step guide to help you complete your company incorporation smoothly:

Step 1: Obtain a DSC and a DIN

• Get a DSC for all directors and subscribers. This allows you to sign incorporation documents electronically on the MCA portal (www.mca.gov.in).
• Get a DIN by filing the SPICe+ form during the incorporation process. A DIN is mandatory for all directors of the company. As DIN is automatically allotted to first-time directors through the SPICe+ form, there is no need to apply separately.

Step 2: Reserve a Unique Company Name

• Pick a unique name that isn’t identical or too similar to any existing company or trademark.
• You can fill out the SPICe+ (Part A) form on the MCA portal to apply for name reservation. The RUN (Reserve Unique Name) service is now only available to existing companies (e.g., for name changes).
• Prepare 2–3 backup names in case the MCA rejects your primary choice.

You can choose the perfect name for your company using the company name check tool.

Step 3: Draft the MoA and AoA

The MoA defines a company’s objectives and scope of operations. Moreover, the AoA outlines the rules and regulations governing the company’s internal management.

• Carefully draft both the MoA and AoA.
• File them with the MCA during the incorporation process.

These documents form the legal backbone of your company.

Step 4: File the SPICe+ Form for Incorporation

A SPICe+ form (Simplified Proforma for Incorporating Company Electronically Plus) is a single integrated form that simplifies the incorporation process. It includes applications for PAN, TAN, EPFO registration, ESIC, and bank account opening.

• Fill the SPICe+ form via the MCA portal to apply for DIN, PAN, TAN, and certificates, including incorporation.
• Provide key details such as directors’ and shareholders’ information, the registered office address in Bhubaneswar, and the company’s share capital.
• Attach supporting documents such as address proof, identity proof, and No Objection Certificate (NOC) from the property owner (if rented).

Note: The SPICe+ form is integrated with AGILE-PRO-S, enabling simultaneous registration for EPFO, ESIC, GSTIN, and opening a bank account.

Step 5: Receive the COI

• Upon approval by the Registrar of Companies (RoC), Cuttack, your company is incorporated.
• Download the digitally issued Certificate of Incorporation (CoI). The CoI comes with a unique Corporate Identity Number (CIN).
• Receive the company’s PAN and TAN to serve as legal proof of its existence in Bhubaneswar.

While the application is processed centrally by the Central Registration Centre (CRC), the company falls under the jurisdiction of the Registrar of Companies (RoC), Cuttack.

Ready to register your Private Limited Company in Bhubaneswar? Let RegisterKaro handle your entire incorporation process, ensuring a quick, hassle-free experience.

As per the MCA, one must submit certain documents to the Registrar of Companies (RoC) to successfully register a private limited company in Bhubaneswar. These documents vary for foreign nationals, Indian citizens, and the company’s registered office.

For Indian Directors and Shareholders

• Self-attested copy of Aadhaar Card, Voter ID, Driving License, or Passport as identity proof.
• Self-attested copy of PAN Card.
• Latest utility bill (electricity, water, gas, or telephone bill) or bank statement (not older than 2 months) as address proof.
• DSC of directors.
• Passport-size photograph of each director and shareholder.

For Foreign Nationals

• Residential address proof, such as a bank statement, utility bill, or driving license (not older than 2 months).
• Notarized and apostilled copy of Passport (mandatory as Identity Proof).
• Passport-size photograph.
• DSC for foreign directors, which must be obtained in India.
• Notarized and translated documents in English.

For the Registered Office in Bhubaneswar

• Ownership documents or a rent agreement, along with an NOC.
• Copy of the latest electricity bill, water bill, or property tax receipt as proof of office address.

Having these documents for Private Limited Company registration in Bhubaneswar ensures smooth verification and approval by the RoC.

A Simple Checklist of All the Documents You Will Need

• Address proof (utility bill, bank statement, or government ID)
• PAN Card of all Indian directors and shareholders
• Passport (for foreign nationals)
• Digital Signature Certificate (DSC)
• Passport-sized photographs

As per the MCA, both professional service fees and government charges are required for registering a private company in Bhubaneswar. The exact fees depend on several factors, like the number of directors and additional compliances. Here is the fee breakdown:

Note: Stamp duty varies by state and capital. It starts from Rs. 135 to Rs. 15,020 for capital up to Rs. 1 lakh.

Hidden or Additional Costs to Consider

Although most costs are transparent, additional fees may arise from:

• Notarization of documents
• Resubmission in case of errors in documentation
• Higher stamp duty if the authorized share capital is increased
• State-specific registrations (GST, trade license, etc.)

Once your Private Limited Company is incorporated in Bhubaneswar, several post-registration compliances must be completed under the Companies Act, 2013. These steps ensure your business remains legally compliant and professionally managed.

• Opening a Company Bank Account

Open a current account in your company’s name at any recognized bank in Bhubaneswar or Odisha. This account is essential for all business transactions, including share capital deposits, payments, and other financial activities.

• First Board Meeting Within 30 Days

Hold your company’s first board meeting within 30 days of incorporation. Discuss key matters such as the appointment of the first auditor, approval of statutory registers, and issuance of share certificates. File Form ADT-1 with the RoC Cuttack to confirm the auditor’s appointment.

• Appointment of the First Auditor

Appoint the first auditor within 30 days of incorporation, as required by Section 139 of the Companies Act, 2013. The auditor ensures financial accuracy and compliance with statutory obligations.

• Issuance of Share Certificates

Issue share certificates to all shareholders within 60 days of incorporation, but only after receiving the full share capital in the company’s bank account.

• Filing for Commencement of Business (Form INC-20A)

File Form INC-20A with the RoC Cuttack within 180 days of incorporation. This declaration confirms that your company has received its share capital and is ready to begin operations.

• Annual Compliance to Keep in Mind

Every Private Limited Company in Bhubaneswar must meet annual compliance obligations under the Companies Act, 2013. Some major Private Limited Company compliance includes:

• • File Annual Return (Form MGT-7): The Form MGT-7 includes details of directors, shareholders, and any company changes during the year.
  • File Financial Statements (Form AOC-4): Using Form AOC-4, you can submit your balance sheet, profit and loss account, and other financial documents for transparency.
  • File Income Tax Return (ITR): Every Private Limited Company, even if it has no income or operations, must file the Income Tax Return with the Income Tax Department. Timely ITR filing helps maintain financial accuracy and avoids penalties.
  • Hold Regular Board Meetings: Conduct at least two board meetings every year to ensure good governance.
  • Maintain Statutory Registers: Keep updated records like the Register of Members, Directors, and Charges at the registered office in Bhubaneswar.

Staying compliant strengthens your company’s credibility, builds investor trust, and protects your Bhubaneswar-based business from penalties or legal risks.