Company Registration Fees in India Under the Companies Act 2013
The cost of incorporating a company in India is not a single fixed amount. It can include Ministry of Corporate Affairs filing fees, Memorandum and Articles registration fees, State or Union Territory stamp duty, name reservation charges where applicable, and PAN and TAN charges. The amount depends particularly on the company's authorized share capital and incorporation choices.
Company incorporation is carried out electronically through the Ministry of Corporate Affairs (MCA) system using SPICe+ and linked forms. Applicants should calculate the final amount through the current MCA portal because statutory fees and State-specific stamp duty can change.
1. Legal Framework for Company Registration Fees
The Companies Act, 2013 is the principal company law. Section 7 deals with incorporation of a company and the documents and information required for registration. The applicable statutory fees are prescribed principally under the Companies (Registration Offices and Fees) Rules, 2014, as amended.
The statutory fee table distinguishes between companies having share capital, companies without share capital and specified categories such as One Person Companies (OPCs) and small companies. MCA forms may also carry separate normal or additional fees according to the relevant rules.
2. SPICe+ Incorporation and Zero Filing Fee Concession
SPICe+ is the integrated web form used for incorporation. MCA's incorporation guidance states that companies incorporated through SPICe+ with authorized share capital of up to Rs. 15,00,000 continue to enjoy the zero filing fee concession for incorporation. This concession does not mean that incorporation is entirely free.
Applicable stamp duty remains payable and varies by State or Union Territory. MCA's SPICe+ guidance also specifies charges for PAN and TAN. Applicants should rely on the amount generated by the MCA system at the time of filing.
3. Registration Fee for a Company Having Share Capital
The following statutory fee structure applies to companies other than OPCs and small companies under the registration-fee table:
| Nominal share capital | Registration fee |
|---|---|
| Up to Rs. 1,00,000 | Rs. 5,000 |
| Above Rs. 1,00,000 and up to Rs. 5,00,000 | Rs. 5,000 plus Rs. 400 for every Rs. 10,000 or part thereof above Rs. 1,00,000 |
| Above Rs. 5,00,000 and up to Rs. 50,00,000 | Fee accumulated up to Rs. 5,00,000 plus Rs. 300 for every Rs. 10,000 or part thereof above Rs. 5,00,000 |
| Above Rs. 50,00,000 and up to Rs. 1,00,00,000 | Fee accumulated up to Rs. 50,00,000 plus Rs. 100 for every Rs. 10,000 or part thereof above Rs. 50,00,000 |
| Above Rs. 1,00,00,000 | Fee accumulated up to Rs. 1 crore plus Rs. 75 for every Rs. 10,000 or part thereof above Rs. 1 crore, subject to the applicable statutory cap |
The fee table provides that the maximum registration fee based on nominal capital shall not exceed Rs. 2,50,00,000.
4. OPC and Small Company Registration Fee Table
For an OPC or a company qualifying as a small company for the relevant fee provision, the statutory Memorandum registration fee structure includes:
| Nominal share capital | Fee |
|---|---|
| Up to Rs. 10,00,000 | Rs. 2,000 |
| Above Rs. 10,00,000 and up to Rs. 50,00,000 | Rs. 2,000 plus Rs. 200 for every Rs. 10,000 or part thereof above Rs. 10,00,000 |
Section 2(62) of the Companies Act, 2013 defines a One Person Company as a company having only one person as a member. Section 2(85) contains the statutory definition of a small company, read with the prescribed capital and turnover limits and exclusions. Whether a company qualifies as a small company must be determined under the law in force at the relevant time.
5. Companies Without Share Capital and Section 8 Companies
The fee rules also prescribe fees for companies not having share capital. MCA form instructions state a fixed fee of Rs. 2,000 for a company limited by guarantee but not having share capital and for a company having a valid licence under Section 8 of the Companies Act, 2013, where the relevant fee provision applies.
Section 8 concerns companies formed for charitable or other specified not-for-profit objects and provides the statutory licensing framework for such companies.
6. Stamp Duty Is Separate and State-Specific
Stamp duty on incorporation documents is separate from MCA filing and registration fees. The amount depends on the registered office State or Union Territory, company type, authorized capital and the instrument concerned. The MCA system generally calculates the applicable electronic stamp duty during incorporation.
Because stamp-duty rates are jurisdiction-specific, a single nationwide incorporation-cost figure can be misleading. The final MCA-generated challan should be checked before filing.
7. Company Name Reservation Fee
SPICe+ Part A can be used as part of the integrated incorporation application. MCA guidance states that where an applicant chooses to reserve the proposed company name separately by filing SPICe+ Part A before proceeding with incorporation, a name-reservation fee of Rs. 1,000 applies.
Name approval does not itself create the company. The incorporation application must still satisfy the Companies Act, rules and MCA requirements.
8. PAN, TAN and Other Linked Incorporation Services
SPICe+ integrates incorporation with several linked services. MCA's published incorporation FAQ specifies PAN and TAN charges and provides for a consolidated challan containing the applicable incorporation, Memorandum, Articles, PAN, TAN and stamp-duty components. The amounts displayed by MCA at filing should be treated as the operative payable amount.
9. Fee for Increasing Authorized Share Capital
Where an existing company increases its authorized or nominal share capital, the fee is generally calculated as the difference between the fee payable on the increased authorized capital and the fee applicable to the existing authorized capital at the rates prevailing on the date of filing the notice.
The current MCA instruction kit for Form SH-7, used for notice of alteration of share capital, contains the applicable capital-based fee table and calculation guidance. The statutory maximum applicable to Memorandum registration fees should also be considered.
10. Existing Companies and Registration Fees
The statutory fee table provides that an existing company required to register under the Companies Act, unless exempt from payment under the Act, is charged the fee applicable to registration of a new company under the relevant fee provisions.
11. What to Include When Estimating Incorporation Cost
- SPICe+ filing fee, after considering any zero-filing-fee concession.
- Memorandum of Association registration fee, where payable.
- Articles of Association registration fee, where payable.
- State or Union Territory stamp duty.
- Separate name-reservation fee if SPICe+ Part A is filed independently.
- PAN and TAN charges shown by MCA.
- Digital Signature Certificate costs, where required.
- Professional fees, if professional incorporation assistance is used.
- Any sector-specific approval, licence or post-incorporation compliance cost.
12. Use the Current MCA Fee Calculator and Filing System
Company-registration fees can be affected by amendments, concessions, company classification and State stamp duty. Before incorporation, verify the latest amount through the official Ministry of Corporate Affairs portal and use the current MCA V3 filing system and instructions.