Incorporation is a form. The work that decides whether the company survives contact with reality happens before you open that form, and almost none of it is filing.
This is the pre-incorporation checklist: the decisions to settle, the documents to have scanned, and the one clearance that is far cheaper to do now than to undo later. If you want the filing mechanics themselves, those are in how to start a company in India, and the rupee figures are in what it actually costs to start a business in Bangalore.
1. Decide what you are actually registering
The entity choice constrains everything downstream — your compliance bill, whether you can raise equity, and how exposed your personal assets are.
- Raising external funding within 18 months? Private Limited. Investors do not buy into LLPs.
- Service business, no equity plans? LLP. No mandatory audit below the statutory turnover threshold, materially lower annual cost.
- Solo, want the corporate wrapper? OPC, which auto-converts once you cross the turnover or capital threshold.
- Still validating? Sole proprietorship with Udyam. Free, legal, and convertible later.
Choosing Pvt Ltd by default is the most common overspend. It is the right answer for a fundable startup and an expensive one for a two-person consultancy.
2. Clear the brand name across all four registries
This is the item that belongs before everything else, because it is the only one on this list that gets more expensive the longer you wait.
A name has to survive four independent checks, and passing one tells you very little about the others:
- IP India trademark register — wordmark and phonetic, in the Nice classes you will actually trade in. A phonetically similar mark in your class is a Section 11 refusal waiting to happen.
- MCA company records — a different test entirely, applied to company names rather than marks.
- Domains — .in and .com at minimum.
- Social handles — the platforms you will actually use.
Founders routinely check the domain, find it free, and treat that as clearance. It is not. We wrote a full explainer on why these three are different rights, and a step-by-step on running all four checks.
Do this while you still have a shortlist rather than a favourite. Once a founder has fallen in love with a name, a conflict reads as an obstacle to argue around instead of information. You can run a shortlist through all four registries in about a minute per name, free for the first ten.
And if you do not have a shortlist yet, the frameworks are in how to come up with a brand name — and the patterns that reliably fail are in the naming mistakes to avoid.
3. Settle the founder terms in writing
Before incorporation, while nobody has anything to lose yet:
- Equity split — and the reasoning, written down.
- Vesting — typically four years with a one-year cliff, applied to founders too. This is what protects the company from a co-founder who leaves in month five holding a third of it.
- Roles and decision rights — who decides what without a meeting.
- Exit and departure — what happens to shares when someone leaves.
- IP assignment — everything each founder built for the business belongs to the business. Get this signed before the code and the designs accumulate.
4. Get the documents scanned and consistent
For each proposed director:
- PAN card
- Aadhaar
- Passport-sized photograph
- Address proof — utility bill or bank statement, generally under two months old
- Passport, notarised and apostilled, for foreign directors
For the registered office:
- Ownership document or rent agreement
- Recent utility bill for the premises
- No-objection certificate from the owner
One practical warning: your name must be spelt identically across PAN and Aadhaar. A middle name present on one and absent on the other is a routine rejection, and fixing it mid-filing costs weeks. Check this today, not on filing day.
5. Line up money and banking
- Authorised capital — register the amount you need. MCA fees and state stamp duty scale with it, and you can increase it later.
- Current account — opens on the Certificate of Incorporation, so it cannot be arranged in advance, but you can pick the bank and pre-check their document list.
- Twelve months of runway, including the compliance retainer people forget when they model only rent and salaries.
- Udyam registration — free, minutes, and it is what halves your trademark fee to Rs 4,500 per class. Do it early.
6. Know which registrations follow, and in what order
- Name approval (SPICe+ Part A) — after clearance, not before.
- Incorporation (SPICe+ Part B) — DIN, PAN and TAN are issued inside it.
- INC-20A, commencement of business — within 180 days. Missing this can get the company struck off.
- GST — if you cross the threshold, sell interstate, or sell to businesses that want input credit.
- Professional tax and Shops & Establishments — state-level, once you have premises or employees.
- Trademark (TM-A) — any time after the name is settled. Sooner is better; India is first-to-use but registration is what you enforce with.
- DPIIT recognition — if eligible. It halves trademark fees and unlocks tax benefits.
7. Decide how people will find you
Increasingly this is not only a search question. Buyers ask an AI assistant for a recommendation before they open Google, and the brands those assistants name are the ones with citable content on the open web. A company registered today with no pages, no structured data and nothing worth citing is invisible to that entire channel.
It is worth knowing where you stand early, while the site is small enough to fix cheaply. You can check whether ChatGPT, Claude, Perplexity and Gemini mention your brand for the questions your buyers actually ask.
The order that saves the most money
- Pick the entity type honestly.
- Clear the name across all four registries.
- Sign the founders agreement.
- Scan documents, fix PAN and Aadhaar spelling mismatches.
- Register Udyam. Free.
- File the trademark at the reduced fee.
- Incorporate when the structure is genuinely needed.
Reversing step two after step seven means new signage, new packaging, a new domain, a new set of handles and a fresh filing fee. Everything else on this list is recoverable.
Frequently asked
What documents do I need before registering a company in India?
For every proposed director: PAN, Aadhaar, a passport-sized photograph, and a recent utility bill or bank statement as address proof, generally under two months old. Foreign directors need a passport, notarised and apostilled. For the registered office: an ownership document or rent agreement, a recent utility bill for the premises, and a no-objection letter from the owner. Have all of it scanned and legible before you open SPICe+, because the form times out and mismatched name spellings across PAN and Aadhaar are the most common rejection.
Should I trademark my brand name before or after incorporation?
Clear the name before both, file the trademark whenever you are confident. Clearing is free and catches the fatal problems. MCA name approval and trademark registration are separate registries with separate tests, so a name can pass one and fail the other. File the TM-A once you have settled on the name and, ideally, once Udyam or DPIIT recognition has halved the fee to Rs 4,500 per class.
Do I need a founders agreement if we are all friends?
Especially then. The agreement is not about distrust, it is about writing down what everyone currently believes while everyone still agrees. Cover equity split, vesting with a cliff, roles and decision rights, what happens if a founder leaves or stops contributing, and who owns the IP. Founder disputes without a written agreement are the most common non-market reason early companies die.
Can I start selling before I incorporate?
Yes. A sole proprietorship with Udyam registration is free and legal, and takes a current account and GST registration if you need one. Many businesses should validate this way and incorporate only when liability, funding or a client contract requires a company. What you should not defer is clearing the brand name, because that is the decision that gets expensive to reverse.