A new business in India needs more than an incorporation certificate. The usual sequence is: choose the structure, protect the name, incorporate, open a bank account, complete tax registrations, take the licences your activity needs, sign the founder paperwork and set up a compliance calendar. This checklist puts those steps in a workable order and tells you what to decide at each one.
It is written for first-time founders who want a plain list rather than a legal textbook. Where a step has its own detailed page on our site, we link to it. Treat the checklist as general guidance: your sector, State and structure will add or remove items.
The checklist at a glance
| Phase | Task | Applies to |
|---|---|---|
| 1. Decide | Choose the business structure | Everyone |
| 1. Decide | Sign a founders' agreement | Two or more founders |
| 2. Name | Check name and trademark availability | Everyone |
| 3. Set up | Get Digital Signature Certificates and incorporate | Companies and LLPs |
| 3. Set up | Open a current account | Everyone |
| 4. Tax | Apply for GST where required | Based on turnover and supply |
| 4. Tax | Register on Udyam | Eligible enterprises |
| 5. Licences | Shop and establishment, trade licence, sector licences | Based on activity and State |
| 5. Licences | Employee registrations such as PF, ESIC, professional tax | When you hire |
| 6. Recognition | DPIIT recognition under Startup India | Eligible startups |
| 7. Ongoing | Compliance calendar, books, annual filings | Everyone |
Phase 1: Decide the structure and the founder terms
Choose the structure
The structure decides liability, funding options and your annual compliance. A sole proprietorship is the lightest but gives no separation between you and the business. An LLP and a private limited company are separate legal entities. A company is the usual route if you expect investors. Our comparison of a private limited company, LLP and proprietorship walks through the decision, and the service pages for private limited company registration and LLP registration cover the filing.
Put founder terms in writing
If you have co-founders, agree equity split, roles, vesting, decision rights, intellectual property assignment and exit terms before you spend money together. A founders' agreement turns a verbal understanding into a record. If you are forming a firm instead, a partnership deed serves a similar purpose. Disputes among founders are one of the most common reasons good ideas fail, and fixing terms later is far harder than setting them now.
Phase 2: Secure the name
A name that clears the MCA register can still conflict with an existing trademark. Before you file for a company name, check three places: the MCA name search, the Trade Marks Registry database and a domain and social handle search. A name close to an existing brand draws an objection at incorporation and may bring a legal notice later.
Entity registration does not give brand rights. If the brand is central to your business, consider trademark registration as soon as the name is final. File in the name of the entity that will own the brand, not an individual director, unless that is a deliberate choice.
Phase 3: Incorporate and open the bank account
For a company or LLP
- Obtain Digital Signature Certificates for the directors or designated partners. The name on the DSC should match PAN and Aadhaar exactly.
- Prepare identity and address proofs, and proof of the registered office with the owner's consent or NOC if it is not your own.
- Reserve the name. For a private company, name reservation through SPICe+ Part A costs ₹1,000 and is valid for 20 days, so file only when your documents are ready.
- File SPICe+ for a company or FiLLiP for an LLP. The MCA filing fee for a company is nil where authorised capital is up to ₹15 lakh; state stamp duty is separate. LLP fees depend on the contribution slab. Confirm fees on the portal at filing.
- For an LLP, file the LLP agreement within 30 days of incorporation.
Open the current account
Open the account in the entity's name in the first week. For a company, the subscription money should flow through the bank account, because the commencement of business declaration (INC-20A) needs that evidence. For a proprietorship, open a current account in the trade name and do not mix personal and business funds.
Phase 4: Tax and identity registrations
GST
GST registration depends on turnover thresholds and the nature of your supplies, and it is mandatory for certain categories regardless of turnover. There is no government fee on the GST portal. Even where it is optional, many business buyers and marketplaces expect a GSTIN so that they can claim input tax credit. Registering too late can leave you with a tax liability on supplies made without charging GST.
Make sure the legal name matches PAN and the address matches the proof you upload. Mismatches are the most routine cause of queries.
Udyam
MSME Udyam registration is free on the official portal. It helps with bank credit, tenders and scheme eligibility. From 1 April 2025 the investment limits for micro, small and medium enterprises are ₹2.5 crore, ₹25 crore and ₹125 crore, with matching turnover limits. Many websites still show the older 2020 limits. Do not pay a third-party site a "government fee" for Udyam.
TDS, income tax and books
Once you have a PAN and a TAN (for a company, both can be applied for through SPICe+), plan for income tax returns and, if you pay salaries or professional fees above the relevant limits, TDS. Set up bookkeeping from day one; see accounting and bookkeeping. Tax law changed to the Income-tax Act, 2025 for periods from 1 April 2026, so ask your chartered accountant how the new references apply to your filings.
Phase 5: Licences for your activity and location
Licences depend on what you do and where. Use the list below to decide what to check.
- Shop and establishment registration: required for most shops and commercial establishments under the State Act, with a State-specific fee and validity. See shop and establishment registration.
- Trade licence: a municipal permission to carry on a trade from particular premises. It is separate from the labour registration.
- FSSAI: for any food business; the tier depends on turnover and Kind of Business. See our guide on which FSSAI licence you need.
- Professional tax, PF and ESIC: triggered by hiring, subject to State and threshold rules. Check professional tax registration, PF registration and ESIC registration when you add employees. The four Labour Codes came into force on 21 November 2025, so verify how they affect your registrations for the current position.
- Import Export Code: needed if you will import or export; see Import Export Code registration.
- Sector licences: drugs, cosmetics, medical devices, liquor, factory, fire and others each have their own authority. Your industry page or a consultant can map them.
Sequence matters. A bank loan, a marketplace listing or an aggregator onboarding may ask for several of these together, so make names, addresses and constitution consistent across all of them.
Phase 6: Startup recognition, if it fits
DPIIT recognition under Startup India is free: the recognition certificate carries no government fee. Eligible entities are companies and LLPs, not proprietorships, partnerships or trusts. The recognition applies while the entity is within 10 years of incorporation (20 for deep tech) and under the turnover limit, which is ₹200 crore (₹300 crore for deep tech). Apply through the National Single Window System. Recognition does not by itself give the income tax holiday, which needs a separate certificate from the Inter-Ministerial Board and further conditions. See Startup India registration for details and avoid agents who present the free certificate as a paid government fee.
Phase 7: Build the compliance calendar
Registrations are the start of compliance, not the end. Put these into a calendar on the day you incorporate.
For a private limited company
- Open the bank account and file INC-20A within 180 days of incorporation.
- Hold the first board meeting within 30 days of incorporation and appoint the first auditor; see auditor appointment ADT-1.
- Hold at least four board meetings a year, with no more than 120 days between two meetings.
- Hold the AGM and file AOC-4 and MGT-7; see ROC annual filing.
- Complete DIR-3 KYC every year for each director.
- Maintain registers and minutes; see secretarial records.
For an LLP
- File the LLP agreement (Form 3) within 30 days of incorporation.
- File Form 11 by 30 May and Form 8 by 30 October each year.
- File changes in partners and designated partners within the prescribed time.
For every business
- File GST returns on time, even when there are no sales.
- File income tax returns and TDS returns where applicable.
- Renew or update licences, and report changes in address, partners or directors.
Documents most founders end up needing
| Document | Used for |
|---|---|
| PAN and Aadhaar of founders | Incorporation, bank, GST, Udyam |
| Passport-size photographs | MCA forms, bank KYC |
| Address proof of directors | MCA, bank, licences |
| Registered office proof and owner's NOC | Incorporation, GST, licences |
| DSC for directors or designated partners | Signing MCA forms |
| Incorporation certificate, MoA and AoA or LLP agreement | Bank, GST, licences, investors |
| Cancelled cheque or bank statement | GST, Udyam, licences |
| Founders' agreement or partnership deed | Internal governance and investors |
Mistakes new founders make
- Registering before deciding. Changing structure later is possible but not free.
- Skipping the founders' agreement. Equity and exit disputes are costly.
- Using a residential address without proper documents. The owner's consent and a matching utility bill avoid queries.
- Treating Udyam and GST as paid services. Both are free on the official portals.
- Not matching names and addresses across registrations. Banks and officers compare them.
- Ignoring the post-incorporation clock. First auditor, INC-20A and LLP agreement deadlines arrive quickly.
- Believing registration equals brand protection. Check trademarks separately.
For a deeper look at these and others, read our guide to common compliance mistakes new businesses make.
If you want a second pair of eyes on your sequence, you can call or WhatsApp Lawgical Guru on +91 92205 65553 or write to info@lawgicalguru.in. This checklist has been reviewed by Satyam Gupta, CS and Advocate, and is general information, not advice on your specific situation.
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Frequently asked questions
What is the first step to register a startup in India?
Decide the business structure, because it determines liability, funding options and compliance. A proprietorship, LLP and private limited company differ in each. Put founder terms in writing at the same time. After that, secure the name, incorporate, open a bank account and complete tax registrations.
Do I need GST registration for a new startup?
It depends on turnover thresholds, the nature of your supplies and certain mandatory categories. There is no fee on the GST portal. Even when optional, many business customers and marketplaces prefer a GSTIN. Registering late can leave you liable for tax on supplies made without charging GST.
Is Startup India recognition mandatory?
No. DPIIT recognition is optional and has no government fee for the certificate. It is open to eligible companies and LLPs within the age and turnover limits. It does not automatically give the income tax holiday, which needs a separate Inter-Ministerial Board certificate and further conditions.
Can a sole proprietorship be recognised as a startup?
No. Under the Startup India recognition page, eligible entity types are companies and LLPs, and proprietorships, trusts and unregistered partnerships do not qualify. If you want recognition, incorporate a private limited company or an LLP first.
How soon after incorporation must I file INC-20A?
A company must file the declaration of commencement of business, INC-20A, within 180 days of incorporation under section 10A of the Companies Act, 2013, after the subscription money has been paid in. Keep the bank evidence ready; it is the main support for the filing.
Which licences does a new business need?
That depends on your activity and State. Common ones are shop and establishment registration, a municipal trade licence and, for food businesses, FSSAI. Hiring may trigger professional tax, PF and ESIC. Sector licences such as drugs or factory approvals have their own authorities. Map them before launch.
What annual filings does a new private limited company have?
A private limited company holds board meetings and an AGM, appoints an auditor and files AOC-4 and MGT-7 with the ROC each year. Directors complete DIR-3 KYC annually, and GST, income tax and TDS returns follow their own calendars. Late filing attracts fees.
Official sources
Reviewed by Satyam Gupta, Company Secretary (CS) & Advocate
8+ years of industry experience. Last reviewed 16 October 2026. Always confirm current rules and fees on the official portal before acting.