Registering a Company

A company applying for GST registration has records that a proprietor or firm does not. Its name, its Corporate Identity Number and its directors’ identification numbers already sit with the Ministry of Corporate Affairs. The GST portal checks against that record, and an application that does not match it does not get an ARN. The same structure also brings stricter rules: a compulsory digital signature, a board resolution for the signatory, and directors whose Aadhaar the portal asks for even where the law does not.

The common procedure is in Applying for GST Registration: the Steps Every Applicant Takes. This guide covers what differs for companies.

Two routes: the GST portal, or the incorporation form

A company that already exists applies on the GST portal in FORM GST REG-01 like any other applicant. A company being incorporated has a second route. The portal’s FAQs state that GST registration “is now integrated with SPICe-AGILE Form”, the Ministry of Corporate Affairs’ incorporation form, “by furnishing additional information in addendum”. On that route, according to the FAQs:

• registration is granted “only after your company is incorporated with the MCA”;
• the registered office given in the incorporation form becomes the principal place of business, so the GST registration is for that State only, and other States need separate applications on the GST portal;
• MCA allows details of up to three directors, and more can be added later by core amendment;
• “the Director signing the SPICe-AGILE form on the MCA portal will be the Primary authorized signatory”, and the same DSC is used;
• only normal and composition registrations are available, not ISD, SEZ, casual or non-resident registrations;
• the date of commencement of business is the date of incorporation;
• Aadhaar authentication can be opted for in the form.

The application is sent from MCA to the GST portal, which generates a TRN and then an ARN, and the status is tracked against the MCA Service Request Number. Validation errors are corrected on the GST portal using the TRN. The rest of this guide describes the ordinary route.

PAN, CIN and the MCA check

Part A takes the company’s PAN and the legal name as it appears in the PAN database. In Part B, the constitution is chosen from item 2 of FORM GST REG-01: private limited company, public limited company, unlimited company, public sector undertaking, or “Foreign Company Registered (in India)”. The portal validates the constitution against the CBDT record for the PAN.

The Corporate Identity Number (CIN), or the Foreign Company Registration Number, is entered under “Indicate existing registrations”, for which item 15 of the form provides. The portal’s FAQs state that these details “are validated with MCA records during Registration or Amendment application processing”. A failure moves the application to “Validation Error”, and “ARN will not be generated until validation is successful”. The portal’s manual describes validation of the CIN, not prefilling of the application from MCA data, on this route. Names, addresses and directors are entered by the applicant.

Directors and their DINs

Item 21 of FORM GST REG-01 asks for the “Managing Directors and whole time Director”. The portal’s manual makes the Director Identification Number mandatory for private limited, public limited and unlimited companies, though not for public sector undertakings. Its FAQs add that DIN details “are validated with MCA records”. A wrong DIN stops the ARN in the same way as a wrong CIN. The portal accepts up to ten promoters or directors. For a director who is not a citizen of India, the FAQs make passport details mandatory and PAN optional, and allow a residential address outside India.

Whose Aadhaar: the law and the portal differ

Section 25(6C) requires a person other than an individual to authenticate the Aadhaar of such of its “Managing Director, whole time Director … authorised signatory and such other class of persons” as the Government specifies. The specification is Notification No. 19/2020-Central Tax, from 1 April 2020. It names the “authorised signatory of all types”, managing and authorised partners of a firm, and the Karta of a Hindu undivided family. Directors are not named.

The portal’s table nonetheless requires, for a public, private or unlimited company, the Primary Authorised Signatory “and one of the Directors”. For a foreign company, a director’s authentication is not required where all directors are non-citizens or non-residents.

Where the portal requires biometric authentication at a GST Suvidha Kendra, it offers companies one concession that other constitutions do not have. A director listed in the Promoter/Partner tab may choose a centre in the director’s home State, as given in the residential address, rather than the centre with jurisdiction over the application. This does not extend to the Primary Authorised Signatory. A director who is also the signatory must attend the jurisdictional centre.

The authorised signatory and the board resolution

Instruction 4 to FORM GST REG-01 names “Managing / Whole-time Directors” as the persons who may sign for a private, public or unlimited company, and the “Authorised Person in India” for a foreign company. The portal’s FAQs confirm that employees who are not directors may also be signatories. Up to ten signatories are allowed, and one must be primary.

The proof of appointment is prescribed. Item 5 of the documents list requires, for each signatory, an “Authorisation or copy of Resolution of the Managing Committee or Board of Directors”. The format declares that the named person “is hereby authorised, vide resolution No. … dated … (copy submitted herewith)”, followed by the signatory’s acceptance. For a company, that means a board resolution.

After registration, rule 26(2)© of the CGST Rules provides that a company’s documents are signed or verified “by the chief executive officer or authorised signatory thereof”.

DSC: required by the form, not by rule 26

Instruction 7 to FORM GST REG-01 requires a digital signature certificate “Class-2 and above” for private and public limited companies, public sector undertakings, unlimited companies and foreign companies. The portal enforces this. Its FAQs list the same constitutions and state that “all other modes of submission will be disabled”. The DSC must be “an un-expired and unrevoked, PAN-based Class II or Class III DSC”, and must be registered on the portal before use.

A requirement often cited from rule 26 is no longer there. Rule 26(1) once had a proviso that a person registered under the Companies Act, 2013 “shall furnish the documents or application verified through digital signature certificate”. Temporary provisos in 2020 and 2021 allowed EVC for returns. Notification No. 32/2021-Central Tax then provided that “with effect from the 1st day of November, 2021, all the provisos shall be omitted”. The CBIC’s own consolidated text of rule 26 still prints the provisos, with a footnote recording the omission. For the registration application, the DSC requirement now rests on instruction 7 to the form and on the portal.

The document checklist for a company

Document	Who provides it	Source	Notes
CIN (or FCRN)	Company	REG-01 item 15; portal FAQ	Entered, not uploaded; validated with MCA
DIN of each director listed	Directors	Portal manual	Mandatory for private, public and unlimited companies
Photograph of the managing director or authorised person	Company	REG-01 list item 1(d)	JPEG, up to 100 KB
Proof of constitution	Company	GSTN document checklist	The REG-01 list names none for companies; the checklist lists a certificate of incorporation
Board resolution and acceptance for each signatory	Board and signatory	REG-01 list item 5	Up to 1 MB
Proof of principal place of business	Owner, landlord or consenter	REG-01 list item 3	Rent agreement with ownership proof, or consent letter
DSC of the signatory	Signatory	REG-01 instruction 7	Registered on the portal

Premises owned by a director personally are not the company’s own premises. They go under the consent-letter route in item 3© of the list. Instruction No. 03/2025-GST tells central tax officers that a plain-paper consent letter, with the owner’s identity proof and one ownership document, should suffice. It also tells them not to raise a query merely because a director’s residential address is in another city or State.

A company in insolvency

The portal provides a separate path for a corporate debtor under the insolvency resolution process. Its FAQs state that the interim or resolution professional applies “on the PAN and CIN of the Corporate Debtor” in each State where it was registered. The reason selected is “Corporate Debtor undergoing the Corporate Insolvency Resolution Process with IRP/RP”. The date of appointment is entered as the date of commencement of business, and the professional is the Primary Authorised Signatory, signing with the professional’s own DSC. The FAQs add that a fresh registration is not needed if all GSTR-1 and GSTR-3B returns up to the appointment have been filed.

After grant

A change of directors does not change the company’s PAN. Rule 19(1) requires an amendment in FORM GST REG-14 within fifteen days, and treats “addition, deletion or retirement of … directors” as a change the officer approves in FORM GST REG-15. A change in constitution that changes the PAN needs fresh registration in FORM GST REG-01 under the same rule; the guide on amending a registration explains the line. Bank details under rule 10A, in the company’s own account, are due within thirty days of grant or before the first GSTR-1. The certificate and GSTIN are displayed under rule 18 at every place of business.

The procedure for a company, in order

1. Decide the route: the incorporation form for a new company, or FORM GST REG-01 on the GST portal.
2. Enter the company’s PAN and select the constitution matching the CBDT record.
3. Enter the CIN and each director’s DIN exactly as on the MCA record.
4. Attach a board resolution and acceptance for each authorised signatory.
5. Upload proof of the principal place of business, with a consent letter where a director owns it.
6. Complete Aadhaar authentication for the signatory and one director, or the GST Suvidha Kendra visit if required.
7. Sign with a DSC registered on the portal.
8. After grant, report changes in directors by amendment within fifteen days.

The next guide in this set covers casual taxable persons, who must register and deposit tax before they begin to trade.