Incorporating with the MCA: SPICe+ and the ROC filings that follow
Companies are incorporated online through SPICe+ (Simplified Proforma for Incorporating Company Electronically Plus) on the MCA portal. Part A reserves the name; Part B handles incorporation itself and, in the same application, allots the Director Identification Number, PAN and TAN, and triggers EPFO and ESIC registration. The linked AGILE-PRO-S form collects details for GSTIN, EPFO, ESIC, professional tax (mandatory for new companies in Maharashtra and Karnataka) and the company bank account, while the memorandum and articles are filed as linked e-MoA and e-AoA forms. A declaration by the subscribers and first directors, form INC-9, is generated as a PDF for signing.
Besides the private limited company, founders choose the One Person Company (OPC), the Limited Liability Partnership under the LLP Act, 2008, or a public company; proprietorships and partnership firms have no MCA registration and rely on PAN, GST and state shop licences. After incorporation, a company with share capital files INC-20A within 180 days, and every company files financial statements (AOC-4) and an annual return (MGT-7, or MGT-7A for small companies and OPCs) each year. Banks and auditors routinely ask for certified board resolutions.
| Stage | Typical documents |
|---|---|
| Name and incorporation | SPICe+ Part A and B, e-MoA, e-AoA, INC-9, proof of registered office, director KYC and DSCs |
| Linked registrations | AGILE-PRO-S for GSTIN, EPFO, ESIC, professional tax (where applicable) and bank account |
| After incorporation | INC-20A declaration, first board meeting minutes, auditor appointment, share certificates |
| Every year | AOC-4 financial statements, MGT-7 or MGT-7A annual return, AGM notice and minutes |
GST registration and what Rule 46 requires on a tax invoice
GST is a dual tax: a supply within one state carries Central GST (CGST) plus State GST (SGST, or UTGST) split equally, while inter-state supplies, imports and SEZ supplies carry Integrated GST (IGST). Since 22 September 2025, following the 56th GST Council meeting, most goods and services fall into a 5% or 18% rate, with 40% for a defined list such as aerated drinks and certain motor vehicles. Registration is compulsory above the turnover threshold in section 22 of the CGST Act, and registrations are state-wise — the invoice must show the GSTIN of the state the supply is made from.
Rule 46 of the CGST Rules, 2017 lists the particulars of a tax invoice. Composition taxpayers and suppliers of exempt goods or services issue a bill of supply under Rule 49 instead, which must not charge GST.
- Supplier’s name, address and GSTIN
- A consecutive serial number of up to 16 characters, unique for the financial year (letters, numbers, hyphen and slash allowed)
- Date of issue
- Recipient’s name, address and GSTIN or UIN if registered; for unregistered recipients with a value of ₹50,000 or more, name, address, delivery address and state name and code
- HSN code for goods or SAC for services, to the number of digits notified for your turnover band
- Description, quantity and unit (UQC), total value and taxable value after discounts
- Rate and amount of CGST, SGST/UTGST, IGST and cess, shown separately
- Place of supply with state name for inter-state supplies, and delivery address if different
- Whether tax is payable on reverse charge
- Signature or digital signature of the supplier or authorised signatory (not needed on an electronic invoice issued under the IT Act, 2000)
E-invoicing through the Invoice Registration Portal
Under Notification No. 10/2023-Central Tax, any registered person whose aggregate turnover in any financial year from 2017-18 onwards has exceeded ₹5 crore must report B2B invoices, export invoices and related credit and debit notes to an Invoice Registration Portal (IRP) such as einvoice1.gst.gov.in. The IRP validates the data and returns a 64-character Invoice Reference Number (IRN) and a signed QR code, which must appear on the invoice given to the buyer. An invoice that should have been reported but was not is not treated as a valid tax invoice, and the buyer’s input tax credit is put at risk.
From 1 April 2025, taxpayers with aggregate turnover of ₹10 crore or more must report each invoice to the IRP within 30 days of its date; the IRP rejects later uploads. Businesses that cross ₹5 crore once stay in the system even if turnover later falls, and those exempt from e-invoicing (such as banks, insurers and SEZ units) must print a declaration on their invoices instead.
Quotations, delivery challans, vouchers and notes in Indian practice
Most B2B deals run from a quotation or estimate to the buyer’s purchase order and, where an advance is needed, a proforma invoice — which has no GST effect and should say it is not a tax invoice. When an advance is actually received for services, Rule 50 calls for a receipt voucher (and Rule 51 a refund voucher if it is returned); under reverse charge, the recipient issues a payment voucher under Rule 52.
Goods moved without a sale, such as job work or stock transfers, travel under a delivery challan prepared in triplicate under Rule 55, with an e-way bill where the e-way bill rules require one. Returns, price reductions and post-sale discounts are corrected with a credit note under section 34 of the CGST Act, and undercharging with a debit note, both referencing the original invoice. Since 1 November 2026, when the Finance Act, 2026 amendments recommended by the 56th GST Council took effect, post-sale discounts need not be agreed before the sale, but must go through a credit note with the recipient reversing the related input tax credit.
Appointment letters, payslips and EPFO/ESIC under the labour codes
The four labour codes — on Wages, Industrial Relations, Social Security, and Occupational Safety, Health and Working Conditions — came into force on 21 November 2025, consolidating 29 older central laws. Among the most visible changes for paperwork, employers must now issue an appointment letter to every worker. The Code on Wages also introduced a uniform definition of wages in which allowances excluded from basic pay, dearness allowance and retaining allowance cannot exceed 50% of total remuneration; anything above that is added back, which changes how salary structures, provident fund and gratuity are calculated. Some provisions and state rules are still being phased in, so check the Ministry of Labour and Employment and your state labour department before finalising templates.
A typical employee file holds an offer letter, the appointment letter or contract, monthly payslips showing provident fund, ESI, professional tax and income tax deductions, and on exit a relieving letter and an experience letter. The exit letters are not statutory, but background verification firms and new employers routinely ask for both.
Statutory registrations follow headcount. The provident fund administered by EPFO generally applies to establishments employing 20 or more persons, and each member has a Universal Account Number (UAN). ESIC coverage generally applies to establishments with 10 or more employees for employees whose wages fall within the ceiling notified by ESIC. Companies incorporated through SPICe+ receive EPFO and ESIC registration as part of incorporation, even before they cross these headcounts.
Agreements, stamp duty and e-signatures
Commercial contracts in India are governed by the Indian Contract Act, 1872, but whether a signed agreement is fully enforceable often depends on stamp duty. The Indian Stamp Act, 1899 and each state’s own stamp legislation set duty on instruments such as agreements, leases, partnership deeds and powers of attorney, and the rate depends on the state where the document is executed. An unstamped or under-stamped agreement can be impounded and may not be admitted as evidence until the duty and any penalty are paid.
Many states sell duty through e-stamping, with Stock Holding Corporation of India (SHCIL) as the central record-keeping agency, so physical stamp paper is rarely needed for NDAs and service agreements.
Electronic signatures — Aadhaar eSign and Class 3 digital signature certificates issued by licensed certifying authorities — are legally recognised under the Information Technology Act, 2000. The exceptions are the documents listed in the First Schedule of that Act, including negotiable instruments other than cheques, powers of attorney, trusts, wills and contracts for the sale or conveyance of immovable property, which still need wet-ink execution. Notarisation is not required for ordinary commercial contracts but is common for affidavits and documents to be used abroad.
Exporting and importing: IEC, ICEGATE and certificates of origin
Before importing or exporting, a business needs an Importer-Exporter Code (IEC) from the Directorate General of Foreign Trade (DGFT), which is linked to its PAN. Customs declarations are filed electronically on ICEGATE, the Indian Customs portal: importers file a Bill of Entry and exporters a Shipping Bill, each supported by a commercial invoice, packing list, transport document and any licences or certificates the goods require.
Export invoices must carry the Rule 46 endorsement indicating whether the supply is made on payment of IGST or under a bond or Letter of Undertaking (LUT) without payment of IGST, along with the buyer’s name, delivery address and country of destination. Exporters who file an LUT on the GST portal can export without paying IGST and avoid tying up working capital in refunds.
Preferential certificates of origin, needed to claim reduced duty under India’s trade agreements, are applied for through the DGFT e-certificate of origin platform, while non-preferential certificates are typically issued by authorised chambers of commerce and export promotion councils. Consistency matters: the description, HS code, quantity and value must match across the commercial invoice, packing list, Shipping Bill and certificate of origin, or the consignment may be held at destination.
Keeping records: GST, Companies Act and language rules
Section 35 of the CGST Act requires registered persons to keep accounts of production, stock, supplies, input tax credit and tax paid at their principal place of business, and section 36 requires those records to be kept for 72 months from the due date of the annual return for the year concerned — longer if an appeal or proceeding is pending. Electronic records are acceptable if they are backed up and can be produced on demand.
Under section 128 of the Companies Act, 2013, companies must keep books of account and supporting vouchers for at least eight financial years. Board minutes, registers of members and statutory registers are kept at the registered office or another place approved by the board.
There is no single official language requirement for commercial documents: English is the norm for invoices and contracts across the country, and many businesses add Hindi or the state language for local customers. Domestic invoices are in rupees; export invoices may be raised in foreign currency, but GST values are reported in rupees using the applicable exchange rate.
Example: intra-state GST tax invoice from a Karnataka supplier
A fictional Bengaluru engineering firm invoices a manufacturer in the same state, so CGST and SGST apply. Because its turnover exceeds ₹5 crore, the invoice also carries an IRN and QR code from the IRP.
- Supplier
- Kaveri Precision Tooling Pvt Ltd, Peenya Industrial Area, Bengaluru 560058
- Supplier GSTIN
- 29AABCK4821M1Z9
- Invoice number and date
- KPT/2026-27/0418, 14 November 2026
- Recipient
- Sahyadri Auto Components LLP, Hosur Road, Bengaluru — GSTIN 29AAKFS3917R1Z9
- Place of supply
- Karnataka (29)
- Item
- CNC fixture plates, HSN 8466, 40 nos @ ₹6,250
- Taxable value
- ₹2,50,000.00
- CGST 9%
- ₹22,500.00
- SGST 9%
- ₹22,500.00
- Invoice total
- ₹2,95,000.00 (Rupees Two Lakh Ninety-Five Thousand only)
- Reverse charge
- No
- E-invoice
- IRN and signed QR code printed in the header; authorised signatory below
Documents for India businesses
Each maker lets you set the currency, tax-number label and tax rate, then download a PDF or Word file to issue under your own business name.
- Create a Rule 46 GST tax invoiceFor every taxable B2B or B2C sale; set the GSTIN label, CGST/SGST or IGST rates and place of supply, then add your IRN and QR code if e-invoicing applies.
- Prepare a GST-inclusive quotation in rupeesWhen a buyer’s purchase team asks for a priced estimate showing HSN/SAC and the GST rate before raising a PO.
- Issue a proforma invoice for advancesTo request an advance or support an LC or import payment; it is not a GST tax invoice and should say so.
- Raise a purchase order with GSTIN detailsWhen buying from suppliers who must quote your PO number and GSTIN on their invoice.
- Issue a section 34 GST credit noteFor returns, rate corrections and post-sale discounts, referencing the original invoice.
- Make a delivery challan for job work or stock transferWhen goods move without a sale, such as to a job worker or a branch, alongside an e-way bill where required.
- Write a receipt voucher for advance paymentsWhen you receive an advance before supplying services and need a receipt showing the amount and tax.
- Draft an offer and appointment letterNow that the labour codes require appointment letters for workers, set out designation, wages and terms in writing.
- Write an experience or relieving letterOn an employee’s exit, for background verification and their next employer’s onboarding.
- Draft a board resolution for bank or MCA useFor opening bank accounts, appointing auditors, authorising signatories or approving filings.
- Make an export invoice with LUT or IGST endorsementFor Shipping Bills on ICEGATE, showing the IEC, HS codes and country of destination.
- Draft an NDA for stamping or e-signingBefore sharing product, pricing or client data with vendors, investors or freelancers.
Frequently asked questions about business documents in India
- Is a GST invoice valid without a signature?
- Rule 46 requires a signature or digital signature of the supplier or authorised representative on a tax invoice. The rule exempts electronic invoices issued in accordance with the Information Technology Act, 2000, so a properly generated e-invoice does not need a physical signature. For printed or PDF invoices, add an authorised signatory block to be safe.
- Who needs to generate an e-invoice (IRN) in India?
- Registered persons whose aggregate turnover in any financial year since 2017-18 exceeded ₹5 crore must report B2B and export invoices, credit notes and debit notes to the IRP under Notification No. 10/2023-Central Tax. Once covered, you stay covered even if turnover drops later. Certain sectors, such as banks, insurers and SEZ units, are exempt but must print a declaration on their invoices.
- What is the 30-day rule for e-invoices?
- Since 1 April 2025, taxpayers with aggregate turnover of ₹10 crore or more must report invoices to the IRP within 30 days of the invoice date. The portal rejects later uploads, so the invoice cannot get an IRN and the buyer may lose input tax credit. Build IRP upload into your billing routine rather than doing it at month-end.
- When do I charge CGST and SGST instead of IGST?
- CGST and SGST apply when the supplier’s location and the place of supply are in the same state; IGST applies when they are in different states, and to exports and SEZ supplies. The place of supply rules in the IGST Act decide which state the supply belongs to, which is not always the buyer’s billing address. Charging the wrong type means paying the correct tax again and claiming a refund of the wrong one.
- What are the GST rates after the September 2025 changes?
- From 22 September 2025, most goods and services moved into two main slabs of 5% and 18%, with a 40% rate for a select list of items such as aerated drinks and certain motor vehicles. Some items became nil-rated or exempt, such as UHT milk (nil) and individual life and health insurance (exempt). Always check the rate for your specific HSN or SAC code in the CBIC rate notifications.
- Is an appointment letter mandatory in India now?
- Yes. Under the labour codes that came into force on 21 November 2025, employers must issue appointment letters to workers. The letter should set out designation, wages, working hours and key terms, and it is sensible to issue one to every employee rather than only to workers in the strict legal sense.
- What is the difference between a relieving letter and an experience letter?
- A relieving letter confirms that the employee has resigned, completed handover and been formally released on a particular date. An experience letter records the period of employment and designation, and sometimes conduct. Neither is required by statute, but Indian employers and background verification agencies routinely ask for both.
- Do I need to stamp an NDA or service agreement in India?
- Agreements are instruments under the Indian Stamp Act, 1899 and state stamp laws, so they should be stamped at the rate set by the state of execution. An unstamped agreement is not void, but it may be impounded and cannot be relied on as evidence until the duty and penalty are paid. E-stamping through SHCIL makes this quick in most states.
- Are e-signatures legally valid for contracts in India?
- Yes. Aadhaar eSign and digital signature certificates are recognised under the Information Technology Act, 2000. Documents listed in the First Schedule of that Act — such as wills, powers of attorney, trusts and contracts for the sale of immovable property — still require traditional signatures.
- How long should I keep GST invoices and records?
- Section 36 of the CGST Act requires records to be kept for 72 months from the due date of the annual return for the year they relate to, and longer if any appeal or proceeding is pending. Companies must also keep books of account for eight financial years under section 128 of the Companies Act, 2013.
Related guides and resources
- India GST invoice maker (INR, GSTIN, HSN/SAC)
- India quotation maker in INR
- India proforma invoice maker
- India purchase order maker
- India receipt maker
- India GST invoice fields and supplier documents
- Company profiles for Indian MSME vendor registration
- What is a credit note?
- Proforma invoices for export and international shipping
- All country guides
- Business documents in other countries
Official sources
- CBIC — Rule 46, CGST Rules 2017: Tax invoice
- CBIC — GST invoice rules (Rules 46 to 55)
- GST e-invoice system (Invoice Registration Portal)
- Ministry of Corporate Affairs — SPICe+ walkthrough
- Ministry of Labour and Employment — press release on the four labour codes
- EPFO — Employees’ Provident Funds Act, sections 1–16
- EY India — 56th GST Council rate rationalisation alert
- ICEGATE — Indian Customs Electronic Gateway
- DGFT — Importer-Exporter Code and certificates of origin