Certificate of Incorporation | Company Registration | Download Online

Certificate of Incorporation | Company Registration | Download Online

Published on November 1, 2025

Starting a company is an exciting journey filled with vision, ambition and hard work. But behind every successful business lies one key legal milestone: obtaining the Certificate of Incorporation (COI).

In India, this document marks the formal birth of your company under the Companies Act, 2013 and gives your organisation a separate legal identity.

In this blog we will cover:

  • What is a Certificate of Incorporation and why it matters

  • High-volume keywords related to it (for SEO) as sub-headings

  • The contents of the COI, the process to obtain it and modification

  • Specific relevance for company registration in Delhi

What Is a Certificate of Incorporation?

A Certificate of Incorporation is the legal document issued by the Registrar of Companies (ROC) after a company successfully completes its registration process under the Companies Act, 2013.

It signifies that your company is now officially formed and recognized as a separate legal entity.

In simple terms, it’s your company’s birth certificate. Without it, your business cannot open a bank account, enter contracts, or start operations as a corporate entity.

Key aspects:

  • The COI acknowledges the formation of the company.

  • It gives the company a separate legal identity (so the company can sue or be sued in its name) and limited liability for its shareholders/directors.

  • It’s a publicly-available document and forms the basis for many downstream formalities (opening a bank account, entering into contracts, applying for licences).

Importance and Benefits of a Certificate of Incorporation

Obtaining a COI unlocks several crucial advantages:

  1. Legal Identity: Your business becomes a distinct legal entity separate from its founders.

  2. Limited Liability: Directors and shareholders are not personally liable for company debts.

  3. Credibility: Adds trust among customers, investors, and financial institutions.

  4. Perpetual Existence: The company continues even if ownership or management changes.

  5. Banking & Licensing: Allows you to open a current account, apply for GST, MSME, and other registrations.

What Does the Certificate of Incorporation Include?

A typical COI in India contains:

  • Company Name (as approved by ROC)

  • Corporate Identification Number (CIN) — unique 21-digit alphanumeric code assigned by ROC.

  • Date of Incorporation (when ROC approved and company came into existence)

  • Company Type (Private Limited / OPC / LLP / Section 8)

  • Registered Office Address

  • Authorised Share Capital (where applicable) and paid-up share capital details (depending on company type)

  • Digital Signature & Seal of the Registrar of Companies

This certificate is issued in digital form and can be downloaded anytime from the Ministry of Corporate Affairs (MCA) portal.

How to Obtain a Certificate of Incorporation in India

Here is a step-by-step overview of how to obtain the COI under the Companies Act, 2013 in India:

1. Decide the company type

Before registration begins, decide whether you want a Private Limited Company, Public Limited Company, One Person Company (OPC), Section 8 Company (non-profit) or other structure.

2. Obtain required identification for directors/promoters

  • Digital Signature Certificate (DSC) for proposed directors; required for e-filing.

  • Director Identification Number (DIN) for persons who will become directors.

3. Name reservation

Use the RUN (Reserve Unique Name) service on the Ministry of Corporate Affairs (MCA) portal, or via SPICe+ form choose proposed names, ensure they comply with naming guidelines and are not identical/trademarked.

4. Prepare Memorandum of Association (MoA) and Articles of Association (AoA)

These key documents define:

  • The company’s business objectives

  • Rules for internal governance and operations
    MoA and AoA need to be filed along with incorporation application.

5. File incorporation application with ROC

Typically filed via SPICe+ e-form on the MCA portal. Include:

  • Name approval

  • MoA & AoA

  • Address proof of registered office

  • ID & address proofs of directors/promoters

  • DSCs, DINs where applicable

  • Payment of registration fee and stamp duty (as applicable)

6. Verification and issuance of Certificate of Incorporation

Once the ROC verifies documents and everything is in order, the Certificate of Incorporation is issued — the company legally comes into existence on the date shown on the certificate.

7. Post-incorporation formalities

  • File Form INC-22 to notify the registered office address within 30 days (if required).

  • Open company bank account in the name of the company.

  • Comply with other regulatory registration (taxes, GST, etc) as required.

Timeline & cost

Typically the process (if all documents are in order) can take 7-10 working days (though depending on ROC workload/state) for the COI.
Cost varies depending on authorised share capital, state of registration, and professional fee.

How to Download Certificate of Incorporation Online

Once your company is incorporated, you can download the Certificate of Incorporation anytime from the MCA (Ministry of Corporate Affairs) website.

Here’s how:

Step-by-Step Guide:

  1. Go to the official MCA Portal.

  2. Click on MCA Services → Master Data → View Company/LLP Master Data.

  3. Enter your company’s name or CIN (Corporate Identification Number).

  4. Once details appear, click on ‘View Documents’.

  5. Log in using your MCA credentials.

  6. Under document list, look for Certificate of Incorporation (Form SPICe+).

  7. Click Download — you’ll get the PDF copy instantly.

Pro tip: Always keep both digital and printed copies safe, as the COI is required for future compliance, taxation, and banking activities.

If you face issues accessing or downloading your certificate, our experts at Grih.in can help retrieve it directly from the MCA database.

Company Registration in Delhi – How We Help

If you’re registering your company in Delhi, our team at Grih.in makes the entire process simple and transparent.

Our Services Include:

  1. Choosing the right structure – Private Limited, LLP, OPC, or Section 8.

  2. Filing DSC & DIN for directors.

  3. Name reservation under ROC Delhi.

  4. Drafting of MoA and AoA.

  5. Filing SPICe+ and related forms.

  6. Coordination with the ROC Delhi office for issuance of the COI.

  7. Post-registration assistance – GST, MSME, bank account setup, etc.

  8. We ensure smooth company registration in Delhi, avoiding delays and rejections.

Visit us: https://www.grih.in/delhi-company-registration/

Changing or Updating Certificate of Incorporation

If you change your company name after incorporation, you must apply for a fresh Certificate of Incorporation reflecting the new name.

For other changes like the registered office address, you just need to file an update (Form INC-22) — the COI itself remains valid.

Common Mistakes to Avoid During Incorporation

  1. Submitting incorrect address proof or expired documents.

  2. Choosing a name that violates trademark laws.

  3. Using invalid DSC or DIN.

  4. Skipping mandatory attachments like NOC or MoA/AoA.

  5. Missing payment of ROC fees or stamp duty.

Our Delhi-based team ensures every detail is accurate, saving you time and effort.

Frequently Asked Questions (FAQs)

Q1. Who issues the Certificate of Incorporation in India?
The Registrar of Companies (ROC) under the Ministry of Corporate Affairs issues the Certificate of Incorporation once all requirements are satisfied.

Q2. Is the Certificate of Incorporation mandatory?
Yes — for companies incorporated under the Companies Act, 2013 (Private Limited, Public Limited, OPC, Section 8, etc), the COI is mandatory as it legally recognises the company’s formation.

Q3. How long does it take to receive the COI?
Typically, if everything is in order, it may take around 7-10 working days after submission of documents. The timeline may vary depending on ROC workload and the state/UT.

Q4. Does the Certificate of Incorporation expire?
No, the COI itself does not expire. The company continues to exist until it is legally dissolved or struck off, provided it fulfils ongoing compliance obligations.

Q5. Can I change the registered office address after incorporation?
Yes, you can change the registered office address but the original COI remains unchanged. You must file Form INC-22 or relevant form depending on the change.

Why Choose Grih.in for Your Company Registration in Delhi?

  • Expert Delhi ROC Support: We handle all filings and compliance.

  • Transparent Pricing: No hidden costs or surprises.

  • Faster Approval: We file your incorporation perfectly the first time.

  • Post-Incorporation Help: GST, MSME, bank accounts, compliance setup.

Conclusion

The Certificate of Incorporation is more than just a document — it’s the legal foundation of your company. Without it, your business cannot properly function as a recognised entity. Understanding what it is, what it includes, how to get it, and the mistakes to avoid is critical.

For entrepreneurs aiming to register a company in Delhi, the process becomes far easier with expert support. Our team ensures you meet all formalities, obtain your COI promptly and begin operations on a strong legal footing.

Take the first step today — secure your company’s incorporation certificate and launch into business with confidence.

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