Which structure should D2C Brands register?
- RecommendedPrivate Limited Company
- Filed onSPICe+ (INC-32)
- Timeline7 to 10 working days
- Professional fee₹1,999 + govt fees
When the answer flips to a LLP
An LLP is the better choice for D2C brands where the brand is a side project funded entirely from your own pocket with no exit in mind. That is not a small distinction, and it is worth being honest with yourself about which side of it you are on, because the two structures differ in what they cost to run every year and in what they let you do with ownership. We test it in the first conversation rather than after the filing.
The reason this page leads with a recommendation rather than a process is that the structure decision is the expensive one. The filing itself is a form; the structure decides your liability, your tax rate, your annual compliance bill and whether an investor or an enterprise customer can transact with you at all, for as long as the business exists. Changing it later is possible but it is a transaction, not a rename: every GST registration, licence, bank mandate and contract has to be reissued in the new entity's name.
Everything below assumes the recommendation above. If your situation is genuinely different, the company registration overview compares all nine structures side by side, and the individual pages go deeper on each: Private Limited, LLP, OPC, partnership firm and sole proprietorship.
Registering in Hapur
The structure decision does not change with geography, and neither does the process: incorporation is a central MCA filing, so the forms, the statutory fee and the timelines for D2C brands in Hapur match the rest of India. One variable is local. Stamp duty on the incorporation documents is levied under the Uttar Pradesh Stamp Act and collected inside the same payment, and your registered office in Hapur decides which Registrar of Companies holds your file. See company registration in Hapur.
Legal framework
Companies: Companies Act, 2013 with the Companies (Incorporation) Rules, 2014 | LLP: Limited Liability Partnership Act, 2008 | Partnership: Indian Partnership Act, 1932 | Authority:Ministry of Corporate Affairs and the Registrar of Companies for Uttar Pradesh | Resident director: Section 149(3), 182 days or more in the preceding financial year
How the structures compare for D2C Brands
The five structures 95% of Indian businesses choose between, on the parameters that actually change the decision.
| Parameter | Private Limited | LLP | OPC | Partnership | Proprietorship |
|---|---|---|---|---|---|
| Separate legal entity | Yes | Yes | Yes | No | No |
| Limited liability | Yes | Yes | Yes | No | No |
| Minimum owners | 2 shareholders | 2 partners | 1 member + nominee | 2 partners | 1 |
| Incorporation form | SPICe+ (INC-32) | FiLLiP | SPICe+ (INC-32) | Deed with Registrar of Firms | None |
| Typical timeline | 7 to 10 working days | 7 to 12 working days | 7 to 10 working days | 3 to 15 working days | 1 to 3 working days |
| Can raise equity funding | Yes | No | No | No | No |
| Can issue ESOPs | Yes | No | No | No | No |
| Foreign ownership | 100% automatic route, most sectors | Permitted in most sectors | No | No | No |
| Statutory audit | Always | Above ₹40 lakh turnover or ₹25 lakh contribution | Always | Not required | Not required |
| Annual ROC filings | AOC-4, MGT-7, DIR-3 KYC | Form 11, Form 8, DIR-3 KYC | AOC-4, MGT-7A, DIR-3 KYC | None | None |
| Income tax rate | 22% under Section 115BAA, plus surcharge and cess | 30% plus surcharge and cess | 22% under Section 115BAA, plus surcharge and cess | 30% plus surcharge and cess | Individual slab rates |
| Typical annual compliance cost | ₹15,000 to ₹30,000 | ₹5,000 to ₹12,000 | ₹12,000 to ₹25,000 | ₹3,000 to ₹8,000 | Minimal |
| Credibility with banks and enterprise buyers | Highest | High | High | Moderate | Lowest |
Read the column for the structure we recommended above, then read the one next to it. If nothing in the second column changes your mind, the recommendation holds. The full head-to-head is in Private Limited vs LLP, and if you are choosing between the two unincorporated forms, in partnership firm vs LLP.
Documents required for D2C Brands
Keep every file as a clear PDF or JPG. Names and addresses must match exactly across documents, because the Registrar compares them against each other rather than against reality.
- PAN card of every owner, director or partner
- Identity proof: Aadhaar, passport, voter ID or driving licence
- Address proof: bank statement or utility bill not older than 2 months
- Passport-size photograph of each person
- Registered office proof: rent agreement or ownership deed
- Recent utility bill for the premises, plus an NOC from the owner
- Signature certificate video verification by each director or partner
- Notarised and apostilled documents for any signatory outside India
The resubmission is almost never a missing document
In our filings, the overwhelming majority of Registrar queries are triggered by a mismatch, not an absence. A middle name on the PAN that is missing from the Aadhaar, a flat number written as "3B" on the bank statement and "3-B" on the utility bill, a maiden name on one proof and a married name on another. We reconcile every document character by character before filing and fix the mismatch at source where we can.
Registering a Private Limited Company
Filed on SPICe+ (INC-32), typically 7 to 10 working days end to end once every document is in hand.
Confirm the structure
We test whether a Private Limited Company is genuinely right for D2C brands, against an LLP as the alternative, then plan the ownership and the roles. This conversation is free and it happens before anything is drafted.
Obtain Class 3 signature certificates
Each director or designated partner completes a short video verification from their phone. Certificates are usually issued within a working day at ₹1,500 to ₹2,500 per person.
Pre-screen and reserve the name
We test the name against Rule 8 of the Companies (Incorporation) Rules, against existing company and LLP names, and against the trademark register, then reserve it inside the filing. A separate name application costs ₹1,000, which is exactly why pre-screening pays for itself.
Draft the constitution
The memorandum in INC-33 and articles in INC-34 for a company, or the LLP Agreement for an LLP, with an object clause written around what D2C brands actually do. Banks, the GST officer and anyone doing diligence on you later all read that clause.
File and pay the government fees
The certified package is filed with the state stamp duty in the same transaction. The MCA statutory filing fee is nil up to ₹15 lakh authorised capital, and DIN is allotted to first-time directors through the form itself.
Receive the registration documents
The Certificate of Incorporation with the CIN, plus PAN and TAN through the same filing. An LLP receives an LLPIN and must then file the LLP Agreement in Form 3 within 30 days, a deadline carrying an uncapped ₹100 per day late fee.
Open the bank account and file INC-20A
Deposit the subscription money, appoint the first auditor within 30 days, and file INC-20A within 180 days. This is the step new founders skip, and it is the one that generates their first penalty.
Register your Private Limited Company for D2C Brands in Hapur
Structure confirmed first, name pre-screened, documents made resubmission-proof and the complete filing handled. From a ₹1,999 professional fee, with government fees at actuals.
What D2C Brands owe after registration
Two things follow incorporation: the filings the structure owes its Registrar, and the sector licences the business needs to actually operate. Neither is optional.
The licences that follow for D2C Brands
Registration creates the entity; the licences depend on what it does. For D2C brands: GST registration, an trademark application for the brand name, and category licences such as FSSAI for food or CDSCO for cosmetics. None of these are granted at incorporation, and several take longer to obtain than the incorporation itself, so it is worth sequencing them from day one rather than discovering them at the point of sale.
| Obligation | Applies to | Deadline | Default consequence |
|---|---|---|---|
| Appoint the first auditor | Every company | Within 30 days by the board | Contravention of Section 139, with penalties on the company and its officers |
| INC-20A commencement declaration | Every company with share capital | Within 180 days of incorporation | ₹50,000 on the company plus ₹1,000 per day per officer, and strike-off risk |
| LLP Agreement in Form 3 | Every LLP | Within 30 days of incorporation | ₹100 per day with no upper cap |
| AOC-4 and MGT-7 | Every company | After the AGM each year | ₹100 per day per form, uncapped |
| Form 11 and Form 8 | Every LLP | 30 May and 30 October | ₹100 per day per form, uncapped |
| DIR-3 KYC | Every director | By 30 September each year | DIN deactivated; ₹5,000 to reactivate, and every filing blocked meanwhile |
| Income tax return | Every entity | Per the tax calendar | Interest and late fees; filed even where there is no income |
A company that never traded still owes every filing
The certificate feels like the finish line, and for the next 180 days nothing appears to be due, so nothing gets done. A dormant entity that simply stops filing accrues ₹100 per day per form with no cap, and two continuous years of default disqualifies its directors under Section 164(2) from every other board they sit on. If you register and then change your mind, close it properly rather than walking away.
Guides and resources
Deeper reading on choosing between the structures, what each one costs and how long it takes, and the mistakes that force a resubmission.
FAQs about registration for D2C Brands in Hapur
Questions sourced from real search queries, the Companies Act, 2013 and our experience assisting 15,000+ registrations across every structure.
Register the structure that fits D2C Brands, not the cheapest one
Talk to an IncorpX incorporation expert for a free consultation on structure, documents and cost. From a ₹1,999 professional fee, with government fees at actuals.
Nebin Binoy 
