Starting a business is exciting, but understanding the legal steps is crucial. Registering a Private Limited Company (Pvt Ltd) ensures your business is legally recognized, protects your personal assets, and enhances credibility.

This guide walks you through every step, making the process simple for first-time entrepreneurs.

Step 1: Choose and Reserve Your Company Name

  • Must be unique
  • Should reflect business activity
  • Check availability on the eROC website

Fee

  • Base: LKR 2,000
  • VAT: LKR 360
  • Total: LKR 2,360

💡 Tip: Secure a matching domain name immediately.

Step 2: Create an eROC Account

  • Fill out personal information
  • Verify email
  • Create a secure password

Your account will track all incorporation updates.

Step 3: Enter Company Details

  • Registered office address (can be home or office)
  • Province, District, DS Division, GN Division
  • Company email and postal code
  • Business objectives

Step 4: Add Directors, Shareholders & Company Secretary

  • Minimum 1 director (local or foreign)
  • Minimum 1 shareholder
  • Appoint a resident licensed company secretary

The secretary manages all legal compliance.

Step 5: Download & Upload Forms

  • Form 1 – Company registration
  • Form 18 – Director consent
  • Form 19 – Secretary consent

Ensure PDFs are signed, clear, and in A4 format.

Step 6: Submit Articles of Association

Choose either:

  • Standard Table A
  • Custom draft for complex structures

Include objectives, share structure, and company name in all required languages.

Fee: LKR 2,360

Step 7: Payment & Certificate of Incorporation

  • Pay online
  • Approval usually takes a few days
  • Receive digital Certificate of Incorporation

Step 8: Public Notice

Publication in Gazette and newspapers is now handled automatically by ROC.

Step 9: Post-Incorporation Compliance

  • Open tax file (TIN)
  • Bookkeeping
  • EPF/ETF registration
  • Annual tax filing
  • Maintain statutory records

Conclusion

Following these steps ensures a smooth and hassle-free Pvt Ltd incorporation. With proper planning and a licensed company secretary, you can legally establish your business and focus on growth.

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