Articles of Association (AOA) of a Company in India: Meaning and Importance

Mar 21, 2025
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The Articles of Association (AOA) define a company’s internal rules, governance, and management structure. It regulates the relationship between shareholders and the company, covering voting rights, dividends, and decision-making.

The AOA of a company must comply with the Companies Act, 2013 to ensure legal validity. It works alongside the Memorandum of Association to guide corporate operations. Understanding its role is essential for business owners, investors and stakeholders to ensure smooth management and legal compliance.

Table of Contents

Definition of Articles of Association Under Companies Act 2013

The Articles of Association, as per the section 2(5) of Companies Act, 2013, is a legally binding document that defines a company’s internal regulations and governance. It outlines the rights, duties, and responsibilities of shareholders, directors, and officers, ensuring structured management. Governed by Section 5 of the Companies Act, 2013, the AOA plays a crucial role in decision-making, dispute resolution, and compliance. A well-drafted AOA is essential for smooth company operations and legal clarity.

Objectives Outlined in Articles of Association

Section 5 of the Companies Act, 2013, defines the objective of AOA, outlining the internal rules that govern a company's management. Here are key objectives of Articles of Association:

  • Serve as a regulatory framework, ensuring compliance with legal provisions.
  • Define the company’s matters as prescribed under the relevant rules.

Additionally, companies have the flexibility to add provisions or make necessary alterations to their Articles of Association, provided they comply with legal requirements.

Purpose of Articles of Association

  • Governance Framework: The AOA acts as a rulebook for a company’s management, outlining the rights and duties of directors, shareholders, and officers. It establishes decision-making processes and ensures smooth operations.
  • Legal Requirement: As per the Companies Act, 2013, every company must have an AOA, which must be submitted to the Registrar of Companies (ROC) during incorporation. It serves as a legally binding document governing corporate affairs.
  • Operational Clarity: The AOA defines clear procedures for shareholder meetings, director appointments, and financial management, ensuring all stakeholders understand company regulations and business operations.
  • Shareholder Protection: It safeguards shareholder rights by establishing rules for voting, dividends, and dispute resolution. It also provides mechanisms to address conflicts and protect minority shareholders.
  • Flexibility for Future Changes: The AOA allows modifications to accommodate business growth, structural changes, or legal amendments, provided the changes comply with the Companies Act, 2013.

By setting a lawful, transparent, and structured operational framework, the AOA ensures corporate stability and effective governance.

Scope and Extent of Articles of Association

The Articles of Association are legally binding on all current and future members, including heirs, successors, and legal representatives. They form a contractual agreement between the company and its members, outlining mutual rights, duties, and obligations. The Memorandum of Association sets the company's main objectives and key details, and it can only be changed at an Annual General Meeting (AGM) or Extraordinary General Meeting (EGM) with statutory approval.

The Registrar of Companies ensures that the company follows all legal regulations and operates within the law. Additionally, the shareholders have the right to appoint auditors who review financial records and ensure transparency in the company's finances.

Nature of Articles of Association

The Articles of Association is a legally binding document that governs a company’s internal management and operations. It sets the rules that directors, shareholders, and officers must follow. It also defines their rights, duties, and responsibilities within the company. By ensuring a structured and lawful operational framework, the AOA serves as the foundation of corporate governance, helping companies function efficiently and transparently.

Contents Encompassed Within the Articles of Association

  • Share Capital: It defines shareholder rights, share certificates, and commission payments.
  • Shareholder Rights: It specifies voting rights and dividend entitlements.
  • Share Transactions: It covers share transfer, transmission, forfeiture, and surrender.
  • Capital Alteration: It details processes for increasing, decreasing, or restructuring capital.
  • Governance: It outlines director appointments, qualifications, powers, and board meetings.
  • Financial Matters: It includes provisions on borrowing powers, accounts, audits, and reserves.
  • Winding Up: It specifies procedures for closing the company and settling liabilities.

Components of AOA

  • Name Clause: It states the official name of the company and specifies whether it is a public or private ltd. company.
  • Registered Office Clause: It defines the company’s registered office address, which serves as the official location for all legal communication.
  • Object Clause: It outlines the main objectives of the company and lists the business activities it is legally allowed to undertake.
  • Liability Clause: It explains whether the members (shareholders) of the company have limited or unlimited financial liability.
  • Share Capital Clause: It specifies the authorised share capital of the company, the different types of shares issued, and the rights and privileges of shareholders.
  • Management Clause: It defines the powers, responsibilities, and duties of the directors, along with the procedures for their appointment, removal, and remuneration.
  • General Meetings Clause: It sets the rules for conducting shareholder meetings, including notice periods, quorum requirements, voting rights, and decision-making procedures.
  • Dividend Clause: It explains how and when the company distributes profits in the form of dividends to its shareholders.
  • Winding-Up Clause: It describes the process for dissolving the company in case of liquidation, bankruptcy, or closure.

These components work together to create a structured framework that governs the company’s operations, financial management, and legal compliance.

Different Forms of Articles of Association

The Articles of Association must follow specific formats outlined in Schedule I, with forms categorised under Tables F, G, H, I, and J, depending on the type of company. Companies are required to adopt the form that aligns with their legal structure while registering their AOA.

Table Details of the Form
Table F Form for the Articles of Association for a company limited by shares
Table G Form for the Articles of Association for a company limited by guarantee and having a share capital
Table H Form for the Articles of Association for a company limited by guarantee and not having a share capital
Table I Form for the Articles of Association for an unlimited company and having share capital
Table J Form for the Articles of Association for an unlimited company and not having a share capital

Role of AOA in Company Registration

The Articles of Association play a crucial role in the company registration process. Along with the Memorandum of Association, it is a mandatory document required for incorporation under the Companies Act, 2013. The AOA defines the company’s internal governance, specifying rules for management, the rights and duties of members, and operational procedures. A well-structured AOA ensures legal compliance, protects stakeholders' interests, and provides clear guidelines for future operations. It also helps in conflict resolution by outlining decision-making processes and responsibilities, ensuring the smooth functioning of the company.

Difference Between Memorandum and Articles of Association

Particulars Memorandum of Association Articles of Association
Purpose Defines the company's constitution, objectives, and operational scope. Establishes internal rules for management and governance.
Contents Includes mandatory clauses such as name, registered office, object, liability, and capital. Contains provisions for administration, shareholder rights, and director responsibilities.
Scope Regulates the company's relationship with external parties. Governs the relationship between the company, its members, and directors.
Legal Requirement Must be filed with the Registrar of Companies during registration. Drafting is mandatory, but filing with the ROC is optional.
Hierarchy Supreme legal document, subordinate only to the Companies Act. Subordinate to both the MOA and the Companies Act.
Interrelation Acts as the primary document guiding the drafting of the AOA. Any provision contradicting the MOA is invalid.
Acts Beyond Scope Actions beyond the MOA are void and cannot be ratified. Actions beyond the AOA can be approved by shareholders.
Alteration Changes require a special resolution at an AGM and, in some cases, government approval. Can be amended through a special resolution at an AGM.
Retrospective Changes Cannot be amended retrospectively. Can be amended retrospectively.

Conclusion

The Memorandum of Association and Articles of Association are essential documents for company formation and governance. While the MOA defines the company’s objectives and its relationship with external entities, the AOA outlines the internal rules for management, ensuring smooth operations. A well-drafted AOA, aligned with legal provisions, helps establish clear roles for directors, shareholders, and stakeholders, fostering transparency and efficiency. Together, these documents provide a strong legal foundation, guiding the company's growth and compliance with regulatory requirements, making them indispensable for long-term success.

Frequently Asked Questions

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Frequently Asked Questions

What are the conditions for the provisions of entrenchment in the AOA?

The provisions for entrenchment can be included in AOA either at the time of company formation or through an amendment. In both cases, the company must notify the ROC.

The inclusion of entrenchment provisions can be done:

  • At the time of company formation by incorporating them in the initial AOA.
  • Through an amendment with the approval of all company members.
  • In a public limited company by passing a special resolution.

Can the AOA be altered?

Yes, the AOA can be altered at any time through a special resolution. The revised AOA must be filed with the Registrar of Companies to be legally valid.

Can the AOA go beyond the scope of the MOA?

No, the AOA cannot go beyond the scope of the MOA. Any provision in the AOA that exceeds the scope of the MOA is considered ultra vires (beyond legal authority) and is deemed invalid.

How do Articles of Association differ from Articles of Incorporation?

The Articles of Association govern a company’s internal management, outlining rules for operations, shareholder rights, and director responsibilities. In contrast, Articles of Incorporation (also known as a Certificate of Incorporation) are legal documents filed with the government to officially register a company.

Who creates Articles of Association?

The founders or promoters of a company draft the AOA at the time of company incorporation. It is then submitted to the Registrar of Companies along with the MOA for approval.

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A guide to Company Registration In USA from India: LLC or C-Corp?

A guide to Company Registration In USA from India: LLC or C-Corp?

In recent years, there has been a discernible shift among Indian entrepreneurs towards incorporating their companies in the United States. The surge in Indian startups seeking investment from U.S. sources has contributed significantly to this inclination to establish a foothold in the American market.

This trend is driven by several factors, including access to a larger pool of venture capital and angel investors in the U.S., as well as the desire to tap into the vast market potential.

The essentials of US Incorporations - documents, eligibility and process.

In today’s blog, we'll explore the essentials of U.S. incorporations, covering essential factors and offering insightful guidance on navigating cross-border requirements.

Table of Contents

Benefits of USA Company Registration

It is highly advisable to go for U.S. incorporation when aiming to raise capital from U.S. investors or penetrate the U.S. market with product sales. Beyond the inherent credibility associated with a U.S. business entity, it instills investor confidence and aligns with U.S. regulatory expectations.

  • It boasts a thriving and a diverse business ecosystem, providing access to a vast market, diverse consumer base, and a network of established businesses and startups.
  • Companies incorporated in the U.S. often find it easier to attract investment, whether through venture capital, private equity, or public markets.
  • It is home to renowned innovation hubs such as Silicon Valley, which fosters creativity, collaboration, and technological advancement. This can be especially beneficial for tech startups and businesses in emerging industries.
  • It offers a relatively straightforward process for business incorporation. Many states, like Delaware, have business-friendly regulations and efficient online platforms that facilitate the setup and management of companies.
  • While the U.S. tax system is complex, businesses may find advantages in various tax incentives and deductions, especially if structured as certain types of corporations.
  • It can serve as a strategic base for international expansion, providing a gateway to both North American and global markets.

Types for Company Registration in USA from India

The United States offers several types of legal structures for businesses, each with its own characteristics and implications. Here are some of the most common types:

•  Single-Person Businesses

•  S Corporations

•  C- Corporations (C-Corp)

•  Limited Liability Companies (LLCs)

•  Non-profit Organizations

Regarding U.S. business structures, two predominant forms of incorporation stand out: Limited Liability Companies (LLCs) and C-Corporations (C-Corps). These structures offer distinct features tailored to diverse business needs and goals.

  • If you want lower compliance and small franchise fees: An LLC may be a suitable choice, especially for small businesses or startups with simpler structures and a desire for reduced administrative burdens.
  • If you want to raise funds: If the goal is to attract external investment, issue stock, or go public in the future, a C Corporation is often more attractive to investors and provides the necessary flexibility for these activities.

Minimum Requirements to register a company in the U.S.

To register a company in the U.S., several essential criteria must be met.

  • Minimum Number of Individuals:
    At least one person is required to register a company in the U.S. This person can act as the sole owner or be part of a group of owners (members or shareholders), depending on the chosen business structure (e.g., LLC, corporation).
  • Registered Agent in Delaware:
    If choosing to register the company in Delaware, having a registered agent in the state is a legal requirement. The registered agent is a person or entity designated to receive legal documents, official correspondence, and other important information on behalf of the company.
  • U.S. Address:
    A U.S. address is required for official correspondence and legal purposes. This address can be either a physical location (such as a brick-and-mortar office) or a virtual address, depending on the nature of the business and the chosen state of registration.

Documents required for U.S. Incorporation

A succinct breakdown of the documents needed for the initial stages of business registration.

  • Name Approval:
    The process for name approval is straightforward. In Delaware, you can perform a real-time search for the desired business name and immediately reserve it if available. This reservation ensures that your chosen business name is secured for your use.
  • Director Details:
    Provide details about the directors or members of the company. This typically includes full names, addresses, contact information, and roles or titles within the company.
  • Number of Shares and Value Per Share:
    Specify the number of authorized shares the company is allowed to issue. Also, determine the par value or the assigned value to each share.

Process for Company Registration in the USA

A roadmap of Company registration in USA

Must-Have Documents After Incorporation

Here’s a list of documents that a business typically receives after the registration process:

1. Certificate of Incorporation

  • This document, issued by the state authorities, officially recognizes the establishment of the corporation. It includes important details such as the company's name, location, and date of incorporation.

2. EIN (Employer Identification Number)

  • The EIN is a unique identifier assigned by the IRS for tax purposes. It typically takes 3 to 4 weeks through standard processing, but an expedited option is available, reducing the timeline to 3 days if you already possess a Social Security Number (SSN).
    This unique identifier, similar to India's PAN (Permanent Account Number), is necessary for various business activities, including opening a bank account, hiring employees, and filing tax returns.

3. Bylaws of the Company (Similar to Articles of Association)

  • Bylaws are internal rules that govern the operation and management of the company. They outline procedures for meetings, decision-making, and other essential aspects of corporate governance.
    In some ways, they are similar to the Articles of Association mandated in India.

4. Banking Resolution

  • A banking resolution is a formal document that authorizes specific individuals within the company to open and manage bank accounts on behalf of the corporation. It provides clarity and legal authority for banking-related activities.

5. Common Stock Certificate

  • Common stock certificates represent ownership in the company. When shares are issued, these certificates are given to shareholders as evidence of their ownership stake in the corporation. They typically include details such as the shareholder's name, the number of shares, and the date of issuance.

Compliances for U.S.- Incorporated Companies

Let's dive into the detailed aspects of compliance for businesses in the US, particularly those with C-Corporation structures and operations in Delaware.

1. Federal Income Tax

  • The Federal Income Tax rate of 21% applies to C-corporations in the United States. They are required to file a tax return annually using the IRS Form 1120. This form outlines the corporation's income, deductions, credits, and taxes owed, etc.

2. Withholding Tax and Related Party Transactions Disclosure

  • Similar to Tax Deducted at Source (TDS), withholding Tax in the U.S. involves deducting a portion of payments made to non-residents for services, dividends, or interest. Additionally, disclosure of related party transactions is a key compliance requirement, ensuring transparency in financial dealings with affiliated entities.

3. Delaware State Franchise Tax

  • Delaware imposes an annual franchise tax on corporations, and the amount varies depending on the type and size of the corporation. The calculation is often based on factors such as authorized shares or assumed par value capital.

4. Delaware State Corporate Income Tax

  • In addition to federal taxes, C-Corporations operating within the state of Delaware are subject to state corporate income tax at a rate of 8.7% on income generated within the state.
    To meet state tax obligations, C-Corporations file the Delaware Form 1100, providing detailed information on income, deductions, and other relevant financial data.

5. Other Regulatory Compliances in Delaware

  • Beyond tax-related obligations, businesses in Delaware must adhere to additional regulatory requirements. This includes filing an annual report with the Delaware Secretary of State.

In a nutshell, be it India or the U.S., there will be a lot of compliances to keep a record of. By diligently meeting these obligations, you can fulfill legal mandates and contribute to a robust and trustworthy business environment.

Incorporation in U.S. vs India

When expanding operations from India to the United States, a common strategy involves incorporating a new U.S. company, followed by transferring shares from the Indian parent company (which must be a Private Limited Company) to the newly formed U.S. entity. The Indian company would become a subsidiary of the U.S. company, and there is no such limit to the number of subsidiaries an entity can have.

Difference between Company registration in India & USA

Keep in mind the compliances and FEMA guidelines to be adhered to during this process, which establishes the U.S. company as a subsidiary of its Indian counterpart, creating a legal and financial separation. The benefits of this approach include improved access to U.S. markets, legal autonomy for each entity, and strategic financial advantages.

Incorporation in the U.S. Company Registration in India
Time Duration 4–5 Days (To get a COI) 7–10 Days(To get a COI)
Cost Ideally, it ranges around $200–500, including Government Fees, Professional Fees, etc. Depends on company type, professional fees, stamp duties, etc.
Registered Agent Required for legal correspondence Not Mandatory
Ideal for If you want to raise funds in the U.S. or expand, then U.S. incorporation is advisable. If your targeted market is in India, then registering your company in India is advisable.
Name Approval Simultaneous real-time search and reservation. Company Name Search and Reservation happen separately
Documentation COI, EIN, Company Bylaws, etc. COI, Articles of Association (AoA), Memorandum of Association (MoA), Director's Identification Number (DIN), etc.
Compliances Federal and state-level compliances, annual reports, IRS filings Registrar of Companies (RoC) filings, Annual General Meetings (AGMs), Income Tax Returns

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Limited Liability Partnership
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  • Professional services 
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BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


One Person Company
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1,499 + Govt. Fee
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  • Professional services 
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Frequently Asked Questions

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Private Limited Company Tax Rate: Latest PVT LTD Tax Rate Explained

Private Limited Company Tax Rate: Latest PVT LTD Tax Rate Explained

Private limited companies in India are subject to various taxes, with the primary one being the corporate income tax. Understanding the tax rates and compliances is crucial for entrepreneurs and business owners to manage their finances effectively. In this article, we will delve into the intricacies of the private limited company tax rate, along with other key aspects of taxation for these entities.

Table of Contents

Budget 2024 Latest Update on Corporate Tax Rate

Finance Minister Nirmala Sitharaman has proposed a reduction in the corporate tax rate for foreign companies, bringing it down from 40% to 35% in the 2024 budget.

Subdivisions of Direct Taxes

Direct taxes in India are categorized as follows:

  1. Personal Income Tax
    • Paid by individual taxpayers based on their income.
    • Taxed according to predefined slabs at different rates.
  2. Corporate Income Tax (CIT)
    • Paid by domestic and foreign companies on their income earned in India.
    • The CIT is levied at rates specified by the Income Tax Act, subject to annual revisions in the Union Budget.

What is Pvt. Ltd. Tax Rate?

The Pvt. Ltd. tax rate refers to the corporate income tax rate applicable to private limited companies in India. Under the Income Tax Act, 1961, domestic companies are generally taxed at 30% on their total taxable income, with variations based on turnover and certain conditions.

For companies with a turnover of less than ₹400 crore, the tax rates are as follows:

  • Turnover up to ₹1 crore: Taxed at 25%.
  • Turnover between ₹1 crore and ₹10 crore: Taxed at 25% on profits exceeding ₹25 lakh, plus an additional ₹25 lakh.
  • Turnover above ₹10 crore: Taxed at 30%.

A 4% Health and Education Cess is levied on the total tax payable.

Companies may also opt for a reduced tax rate of 22% under Section 115BAA, provided they forgo certain exemptions and deductions. This option also includes the surcharge and 4% cess.

Additionally, new manufacturing companies incorporated after October 1, 2019, can avail a 15% tax rate (plus surcharge and cess) under Section 115BAB, subject to specific conditions.

Corporate Income Tax Rate for AY 2022-23

The Corporate Income Tax Rate for the Assessment Year 2022-23 varies based on the company's turnover and the applicability of surcharge and cess. Here's a table summarising the effective tax rates:

For Companies with Turnover Above ₹400 Crore

Income Slab Tax Rate
Up to ₹1 Crore 30%
Above ₹1 Crore but up to ₹10 Crore ₹3,00,000 + 30%
Above ₹10 Crore ₹3,00,00,000 + 30%

For Companies with Turnover Below ₹400 Crore

Net Income Slab (Gross Taxable Income – Deductions) Tax Rate Rebate u/s 87A (FY 2021-22)
Up to ₹1 Crore 25% Nil
Above ₹1 Crore but up to ₹10 Crore ₹25,00,000 + 25% Nil
Above ₹10 Crore ₹2,50,00,000 + 25% Nil

Key Budget 2022 Updates

1. No Changes in Tax Rates: The corporate tax structure remained unchanged.

2. Updated Surcharge Cap for Cooperatives: Surcharge capped at 7% for cooperatives with income between ₹1 crore and ₹10 crore.

3. Set-Off for Losses in Case of Start-ups: Extended incorporation date for start-ups to claim tax holiday under Section 80-IAC to 31 March 2023.

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Income Tax Rate for Domestic Manufacturing Companies for AY 2022-23

New manufacturing companies incorporated in India on or after October 1, 2019, and commencing production before March 31, 2023, can avail a concessional tax rate for private limited companies of 15% under Section 115BAB. However, this is subject to certain conditions, such as:

  • The company should be engaged in the business of manufacture or production of any article or thing
  • It should not be formed by splitting up or reconstruction of an existing business
  • It should not use any plant or machinery previously used in India (with certain exceptions)
  • The option to avail Section 115BAB must be exercised in the first year of operation

The applicable tax rates for domestic manufacturing companies for the assessment year 2022–23 are outlined below:

Category Conditions Tax Rate Surcharge Health and Education Cess
Certain Domestic Manufacturing Companies Opted for Section 115BA (effective from AY 2017-18) 25% Not Applicable Not Applicable
All Existing Domestic Companies Opted for Section 115BAA, regardless of incorporation date or activity type 22% 10% of taxable income if net income exceeds ₹1 crore 4% of Income Tax plus Surcharge
New Manufacturing Domestic Companies Opted for Section 115BAB 15% 10% of taxable income if net income exceeds ₹1 crore 4% of Income Tax plus Surcharge

Education Cess for Companies

Private limited companies are required to pay an education cess at the rate of 4% on the total income tax, including the applicable surcharge. Below is a detailed explanation of the corporate income tax rates for FY 2021–22 or AY 2022–23:

For companies with a turnover of up to ₹400 crore:

  • Income up to ₹1 crore is taxed at 25%.
  • Income exceeding ₹1 crore but up to ₹10 crore is taxed at 25% plus ₹25,00,000. A 7% surcharge applies.
  • Income above ₹10 crore is taxed at 25% plus ₹2,50,00,000, with a 12% surcharge.

For companies with a turnover exceeding ₹400 crore:

  • Income up to ₹1 crore is taxed at 30%.
  • Income exceeding ₹1 crore but up to ₹10 crore is taxed at 30% plus ₹3,00,000. A 7% surcharge applies.
  • Income above ₹10 crore is taxed at 30% plus ₹3,00,00,000, with a 12% surcharge.

The education cess of 4% is uniformly applicable to the total tax payable, including any surcharge, regardless of turnover.

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Income Tax Rate for Foreign Company

Foreign companies, i.e., those incorporated outside India but earning income from Indian sources, are taxed at a basic rate of 40% (plus applicable surcharge and cess). The surcharge is levied at 2% on income between ₹1 crore to ₹10 crores and 5% on income exceeding ₹10 crores.

It is important to note that foreign companies can avail beneficial provisions under the Double Taxation Avoidance Agreement (DTAA) between India and their country of residence to minimize their tax liability.

Minimum Alternate Tax for Company

The Minimum Alternate Tax (MAT) provisions apply to companies whose tax payable under the normal provisions of the Income Tax Act is less than 15% of their book profits. In such cases, MAT is levied at 15% (plus applicable surcharge and cess) of the book profits.

However, MAT is not applicable to companies opting for the concessional tax regimes under Section 115BAA and Section 115BAB. Further, the credit for MAT paid is allowed to be carried forward for 15 years to be set off against future tax liabilities.

H2 - How to Calculate Total Income for a Company?

To arrive at the taxable income for a private limited company, the following steps are involved:

Steps Particulars
Step 1 Compute the net profit as per the profit and loss account
Step 2 Add income tax paid or provided
Step 3 Add depreciation charged in the books of accounts
Step 4 Add disallowed expenditures or expenses
Step 5 Subtract depreciation allowable under the Income Tax Act
Step 6 Subtract income exempt under the Income Tax Act
Step 7 Subtract deductions allowable under Chapter VI-A
Step 8 The result is the total taxable income

The Corporate Income Tax Rate is then applied to this taxable income to determine the tax liability of the private limited company.

Returns Applicable for Domestic Company for AY 2022-23

Private limited companies are required to file their income tax returns annually. For the assessment year 2022-23, the following returns are applicable:

1. ITR-6: This return is applicable for companies other than those claiming exemption under Section 11 (income from property held for charitable or religious purposes).

2. ITR-7: This return is applicable for companies claiming exemption under Section 11.

The due date for filing the return is 31st October of the assessment year. However, for companies required to furnish a report in Form No. 3CEB under Section 92E (relating to international transactions), the due date is 30th November of the assessment year. Companies must also ensure timely compliance with advance tax payments, TDS/TCS obligations, and tax audit requirements (if applicable) to avoid penal consequences.

Domestic Company Tax Slab for AY 2024-25

For the Assessment Year (AY) 2024–25, the income tax rates for domestic companies depend on their turnover or gross receipts during the financial year (FY) 2020–21, as well as the tax provisions they choose to apply under specific sections of the Income Tax Act. The applicable rates are as follows:

  • If the total turnover or gross receipts during FY 2020–21 do not exceed ₹400 crores:
    • Tax rate: 25%
  • If the company opts for Section 115BA:
    • Tax rate: 25%
  • If the company opts for Section 115BAA:
    • Tax rate: 22%
  • If the company opts for Section 115BAB:
    • Tax rate: 15%
  • For any other domestic company:
    • Tax rate: 30%

These rates are exclusive of surcharge and cess, which will be applied additionally based on the applicable income slabs.

Frequently Asked Questions

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Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


Limited Liability Partnership
(LLP)

1,499 + Govt. Fee
BEST SUITED FOR
  • Professional services 
  • Firms seeking any capital contribution from Partners
  • Firms sharing resources with limited liability 

One Person Company
(OPC)

1,499 + Govt. Fee
BEST SUITED FOR
  • Freelancers, Small-scale businesses
  • Businesses looking for minimal compliance
  • Businesses looking for single-ownership

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


One Person Company
(OPC)

1,499 + Govt. Fee
BEST SUITED FOR
  • Freelancers, Small-scale businesses
  • Businesses looking for minimal compliance
  • Businesses looking for single-ownership

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


Limited Liability Partnership
(LLP)

1,499 + Govt. Fee
BEST SUITED FOR
  • Professional services 
  • Firms seeking any capital contribution from Partners
  • Firms sharing resources with limited liability 

Frequently Asked Questions

How much tax does a private limited company pay?

The tax liability of a private limited company depends on various factors such as its residential status, income sources, turnover, etc. Domestic companies are taxed at a basic rate of 30% (with concessional rates of 25%, 22%, or 15% available subject to conditions) plus applicable surcharge and cess. Foreign companies are taxed at 40% (plus surcharge and cess) on their India-sourced income.

How can I avoid tax in a PVT Ltd company?

While tax planning is permissible, tax avoidance or evasion is illegal. Private limited companies can legitimately minimise their tax outgo by availing deductions, exemptions, and incentives provided under the Income Tax Act. For instance, companies can claim expenditures incurred wholly for business purposes, deductions for hiring new employees (Section 80JJAA), or for undertaking in-house R&D (Section 35(2AB)). Startups can avail a 100% tax holiday for three consecutive years out of their first ten years of operation.

What is 25% tax on a company?

Domestic companies with an annual turnover of up to ₹400 crores in the financial year 2021-22 are eligible for a concessional corporate tax rate of 25% (plus applicable surcharge and cess). This reduced rate aims to provide relief to smaller companies and promote their growth.

What are the tax benefits of Pvt Ltd?

Private limited companies can avail of several tax benefits under the Income Tax Act:

• Expenditure incurred wholly for business purposes is tax-deductible

• Deductions available for hiring new employees (Section 80JJAA), inter-corporate dividends (Section 80M), in-house R&D (Section 35(2AB)), etc.

• 100% profit-linked deductions for specified businesses like startups, affordable housing, agricultural extension, etc.

• Carry forward of business losses for eight years and unabsorbed depreciation indefinitely

• Deductions for CSR expenditure incurred on eligible activities

How Do I Start My Own Online Business? A Step-by-Step Guide

How Do I Start My Own Online Business? A Step-by-Step Guide

Starting your own online business in India requires careful planning and strategic action. First, you'll need to select a niche that aligns with your skills and market demand. Conduct thorough market research to understand your target audience and competition. Next, focus on building a strong online presence through a website or e-commerce platform. Ensure that you set up reliable customer service channels to foster trust and satisfaction. As you go through the process, remember that dedication and consistent effort are key to success. 

Table of Contents

Procedure to Start an Online Business

Step 1: Identify Your Business Idea

How do I choose the right online business idea?

Choosing the right online business idea starts with understanding your own strengths. Think about your skills, hobbies, and what you’re passionate about. Also, assess market demand to ensure that your idea addresses a genuine need. You can brainstorm by asking yourself what problems you can solve or how your expertise can benefit others.

What are the most profitable online business ideas?



Some of the most profitable online business ideas include e-commerce, dropshipping, freelancing, selling digital products, and affiliate marketing. These options require relatively low investment and have high growth potential in India. E-commerce and dropshipping are ideal for those interested in retail, while freelancing and digital products are great for service-oriented entrepreneurs.

How do I validate my business idea?

To validate your business idea, you should conduct market research and competitor analysis. This helps you understand if there’s demand for your product or service and how to position yourself in the market. Additionally, you can run surveys or test your idea on a small scale to gather feedback before fully committing to it.

Step 2: Conduct Market Research

Why is market research important for an online business?

Market research is crucial for understanding your target audience and the competition. It helps you identify customer needs, preferences, and pain points, allowing you to tailor your offerings effectively. By knowing what your competitors are doing, you can find gaps in the market and differentiate your business. This research forms the foundation for making informed decisions and reducing risks.

How do I conduct market research?

To conduct market research, start by using tools like Google Trends and keyword research tools (e.g., SEMrush, Ubersuggest) to identify trending topics and search volumes. You can also use social media insights to monitor conversations around your niche. Engaging directly with potential customers through surveys or focus groups will also give you valuable feedback.

What are the key metrics to analyse?

Key metrics to analyse include customer demographics, such as age, gender, location, and income level. Understanding buying behaviour, including purchase frequency and preferences, is equally important. Additionally, assessing the market size, competition, and growth potential helps you gauge the sustainability of your business idea.

Step 3: Create a Business Plan

Do I need a business plan for an online business?

Yes, a business plan is essential for an online business. It provides clarity on your goals and how you plan to achieve them. A solid business plan also plays a key role when seeking funding, as it helps potential investors or lenders understand the vision, strategy, and financial viability of your business.

What should a business plan include?

Your business plan should include the following sections:

  1. Executive Summary: A brief overview of your business, mission, and vision.
  2. Target Market: A detailed description of your ideal customers and their needs.
  3. Revenue Model: A breakdown of how you’ll make money (e.g., product sales, subscriptions, services).
  4. Marketing Strategy: A plan for how you'll promote your business, including online advertising, social media, and SEO.

How do I set realistic goals?

To set realistic goals, follow the SMART criteria:

  1. Specific: Define clear, concise goals.
  2. Measurable: Ensure your progress can be tracked.
  3. Achievable: Set goals that are realistic given your resources.
  4. Relevant: Ensure the goals align with your business objectives.
  5. Time-bound: Assign deadlines to keep you on track. Setting SMART goals helps maintain focus and ensures steady progress.

Step 4: Choose a Business Model

What are the different online business models?

  1. E-commerce: Selling physical or digital products through an online store.
  2. Subscription-based: Offering products or services on a recurring basis, such as monthly subscriptions for digital content or curated boxes.
  3. Service-based: Providing services like consulting, coaching, or freelance work directly to customers.
  4. Ad-based: Earning revenue through advertising, typically via websites or social media platforms that attract large audiences.

Which business model is best for beginners?

For beginners, a service-based model or a subscription-based model might be the best fit. The service model often requires lower initial investment and offers flexibility in terms of workload. The subscription model provides recurring revenue, which can be predictable once you have a customer base. However, each model has its pros and cons:

  1. E-commerce: High investment, but potential for significant profit.
  2. Subscription-based: Steady income but may require strong marketing efforts.
  3. Service-based: Low cost to start, but time-intensive and dependent on personal expertise.
  4. Ad-based: Relatively low start-up cost, but requires a large audience and can take time to generate income.

How do I decide which model suits me?

To decide on the best business model, align your choice with your skills, budget, and long-term goals. If you have a skill set that can be marketed as a service (e.g., writing, design, tutoring), a service-based model might be a good start. If you want to sell products but have a limited budget, dropshipping or print-on-demand models may be better. Consider your available resources and the time you can commit before making your final decision.

Step 5: Register Your Business

Do I need to register my online business?

Yes, registering your online business is crucial for legal and tax purposes. It provides your business with a legal identity, ensures compliance with local regulations, and helps build credibility with customers. Without registration, you might face legal issues and be unable to access benefits like business loans or grants.

H4 - What are the steps to register a business?

  1. Choose a business name: Make sure it reflects your brand and is unique.
  2. Decide on a legal structure: Select the appropriate business structure (sole proprietorship, LLC, Private Limited, etc.).
  3. Register for taxes: Apply for a Goods and Services Tax (GST) number if applicable.
  4. Obtain required licenses: Depending on your business type, you may need specific licenses or permits.
  5. Open a business bank account: This helps separate personal and business finances.
  6. Get a business PAN (Permanent Account Number): Required for tax filings and business transactions.

What legal structure should I choose?

Choosing the right legal structure depends on factors like liability, taxes, and scalability:

  1. Sole Proprietorship: Simple to set up, ideal for solo entrepreneurs, but you’ll be personally liable for business debts.
  2. Limited Liability Partnership (LLP): Offers limited liability protection and is suitable for small businesses with partners.
  3. Private Limited Company: A more complex structure that provides limited liability and is better suited for larger businesses looking for investment or expansion. It also offers tax benefits and more credibility.

Related Read: Difference between Private Limited Company and One Person Company

Step 6: Build Your Online Presence

How do I create a website for my business?

  1. Choose a domain name: Pick a name that reflects your business and is easy to remember. Check for availability using domain registrars like GoDaddy or Hostinger.
  2. Select a hosting provider: Choose a reliable hosting service, such as Bluehost or SiteGround, to ensure your website runs smoothly.
  3. Use website builders: Website builders like WordPress and Shopify are user-friendly and offer templates for quick setup. WordPress is ideal for blogs and content-focused websites, while Shopify is perfect for e-commerce stores.

Do I need social media for my online business?

Yes, social media is crucial for marketing and customer engagement. Platforms like Facebook, Instagram, and LinkedIn help you reach a wider audience and build brand awareness. Social media allows you to connect with customers, share updates, promote products, and gather feedback. It’s an affordable way to drive traffic to your website and create a loyal community around your brand.

What are the essential features of a business website?

  1. User-friendly design: A clean, easy-to-navigate layout that enhances the user experience.
  2. Secure payment gateways: Integrated payment gateway (e.g. Razorpay) to facilitate safe and smooth transactions.
  3. Mobile responsiveness: Your website should be fully optimised for mobile devices, as many users shop and browse on their phones.

Step 7: Set Up Payment and Shipping Systems

H4 - How do I accept payments online?
To accept payments online, you need to integrate a reliable payment gateway into your website. Payment gateways like PayPal, Stripe, and Razorpay allow you to process credit card payments, debit cards, and digital wallets securely. The setup process usually involves creating an account with the provider, linking it to your business bank account, and adding their payment gateway to your website using plugins or APIs. 

What are the best shipping options for an online store?

  1. Self-shipping: If you’re a small business, you can handle shipping yourself by partnering with courier services like India Post, DTDC, or Blue Dart. This gives you more control but requires time and resources.
  2. Third-party logistics (3PL): 3PL companies manage storage, packaging, and delivery on your behalf. This is ideal for businesses that want to scale quickly without handling logistics.
  3. Dropshipping: This model eliminates the need for inventory management. When a customer places an order, the product is directly shipped from the supplier. It’s cost-effective, but you have less control over shipping times and quality.

How do I handle international payments and shipping?

  1. Payments: Use global payment gateways like PayPal or Razorpay, which support multiple currencies. You’ll need to set up your account to handle cross-border payments and be aware of transaction fees and exchange rates.
  • Shipping: Partner with international couriers like DHL or FedEx for global shipping. Ensure that you account for customs duties, taxes, and potential delays. Consider using platforms like Shiprocket or Easyship, which can automate international logistics and offer competitive shipping rates.

Step 8: Market Your Online Business

How do I promote my online business?

  1. SEO (Search Engine Optimisation): Optimise your website for relevant keywords, improve loading speeds, and focus on creating quality content to rank higher in search engines.
  2. Social Media Marketing: Use platforms like Instagram, Facebook, and LinkedIn to engage with your audience, share valuable content, and promote offers.
  3. Email Marketing: Build an email list and send newsletters, promotional offers, or product updates to keep customers engaged.
  4. Paid Ads: Run ads on Google, Facebook, or Instagram to increase brand visibility and attract potential customers. Paid advertising can generate quick results if targeted effectively.

What is the best way to attract customers?

  1. Content Marketing: Create blog posts, videos, or infographics that provide value to your audience and establish your brand as an authority in your niche.
  2. Influencer Collaborations: Partner with influencers in your industry to promote your products or services, leveraging their established trust and following.
  3. Customer Reviews: Encourage satisfied customers to leave reviews and testimonials. Positive feedback can build credibility and influence potential customers' purchasing decisions.

How do I track the success of my marketing efforts?

To track the success of your marketing efforts, use tools like:

  1. Google Analytics: Monitor website traffic, user behaviour, and conversion rates. Google Analytics gives you detailed insights into your website’s performance.
  2. Social Media Insights: Platforms like Facebook, Instagram, and Twitter provide analytics on engagement, reach, and audience demographics, helping you assess the effectiveness of your social media campaigns. These tools can help you fine-tune your marketing strategies and ensure that your efforts are yielding the desired results.

Step 9: Manage Operations and Scale

How do I manage day-to-day operations?
To manage day-to-day operations effectively, use tools that streamline tasks:

  1. Inventory Management: Tools like TradeGecko or Zoho Inventory help track stock levels, manage orders, and avoid overselling.
  2. Customer Support: Platforms like Zendesk or Freshdesk assist in managing customer inquiries, complaints, and service requests efficiently.
  3. Order Tracking: Use tools like Shiprocket or AfterShip to monitor and update customers on the status of their orders in real-time, improving their experience.

When should I consider scaling my business?

  1. Consistent Revenue Growth: When your sales show a steady increase over a few months or years, it indicates that your business model is working.
  2. High Customer Demand: If customers are requesting more products or services than you can provide, or if you’re struggling to meet demand, it’s a clear sign that you’re ready to expand.
  3. Positive Cash Flow: If you have a healthy profit margin and can reinvest earnings back into the business, scaling becomes a feasible option.
  • What are the best ways to scale an online business?
  1. Expand Product Lines: Add complementary products or services to cater to a broader audience or meet existing customer needs.
  2. Enter New Markets: Consider selling to customers in different regions, cities, or even internationally to broaden your reach.
  3. Automate Processes: Use automation tools for marketing (e.g., Mailchimp for emails), customer support (e.g., chatbots), and order fulfilment to reduce the workload and enhance efficiency. By scaling smartly, you can increase your reach and profitability without compromising the quality of your offerings.

Registration of Online Business in India

  • Choose a suitable business structure: Decide whether to register as a Sole Proprietorship, LLP, or Private Limited Company based on your business model, scalability needs, and compliance requirements.
  • Select a unique business name: Check name availability on the Ministry of Corporate Affairs (MCA) portal and register it to avoid legal issues.
  • Apply for PAN and TAN: A Permanent Account Number (PAN) is required for financial transactions. At the same time, a Tax Deduction and Collection Account Number (TAN) is mandatory if your business deducts taxes at the source.
  • Register for GST: If your annual turnover exceeds ₹40 lakhs (₹20 lakhs for special category states), you must register for Goods and Services Tax (GST) to collect and pay taxes legally.
  • Register under MSME if applicable: If you own a small or medium-sized business, registering under the Udyam (MSME) scheme can provide benefits like easier loan approvals and government subsidies.
  • Obtain necessary licenses and permits: Depending on your industry, you may need specific licenses, such as an FSSAI license for food businesses, a trade license for local operations, or an Import Export Code (IEC) for international trade.
  • Open a business bank account: A separate bank account in your business name is required for handling payments, tax filings, and financial transactions professionally.

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Tips to Start an Online Business in India

  • Identify a Profitable Niche

    Selecting the right niche is important for success. Focus on a business idea that matches your skills and interests while also having strong market demand. Research your competitors to find opportunities where you can stand out.
  • Build a Strong Online Presence
    Creating a website or an e-commerce store is essential for any online business. Make sure your website is easy to use, mobile-friendly, and optimised for search engines. Use social media to connect with your audience and promote your products or services.
  • Ensure Legal Compliance
    Every online business must comply with the legal requirements for online business in India to operate lawfully. You need to register your business and get GST registration in India. It is also important to comply with tax and other regulations. Completing these formalities ensures smooth operations and avoids legal issues. 
  • Set Up Secure Payment Systems

    Providing a secure and convenient payment method builds customer trust. Choose a reliable payment gateway that supports multiple payment options and ensures smooth transactions for your customers.

Frequently Asked Questions

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Register your Business at just 1,499 + Govt. Fee

Register your business
rize image

Register your Private Limited Company in just 1,499 + Govt. Fee

Register your business
rize image

Register your One Person Company in just 1,499 + Govt. Fee

Register your business
rize image

Register your Business starting at just 1,499 + Govt. Fee

Register your business
rize image

Register your Limited Liability Partnership in just 1,499 + Govt. Fee

Register your business

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


Limited Liability Partnership
(LLP)

1,499 + Govt. Fee
BEST SUITED FOR
  • Professional services 
  • Firms seeking any capital contribution from Partners
  • Firms sharing resources with limited liability 

One Person Company
(OPC)

1,499 + Govt. Fee
BEST SUITED FOR
  • Freelancers, Small-scale businesses
  • Businesses looking for minimal compliance
  • Businesses looking for single-ownership

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


One Person Company
(OPC)

1,499 + Govt. Fee
BEST SUITED FOR
  • Freelancers, Small-scale businesses
  • Businesses looking for minimal compliance
  • Businesses looking for single-ownership

Private Limited Company
(Pvt. Ltd.)

1,499 + Govt. Fee
BEST SUITED FOR
  • Service-based businesses
  • Businesses looking to issue shares
  • Businesses seeking investment through equity-based funding


Limited Liability Partnership
(LLP)

1,499 + Govt. Fee
BEST SUITED FOR
  • Professional services 
  • Firms seeking any capital contribution from Partners
  • Firms sharing resources with limited liability 

Frequently Asked Questions

Which business is most profitable?

Profitable online businesses in India include e-commerce, dropshipping, freelancing, digital marketing services, and selling digital products like courses or eBooks. Choosing the right business depends on your skills, market demand, and investment capacity.

What are the 7 steps to starting a business?

The key steps to start an online business include:

  1. Choosing a business idea that suits your skills and interests.
  2. Conducting market research to understand demand and competition.
  3. Deciding on the business structure (like sole proprietorship, LLC, etc.).
  4. Registering your business and completing necessary legal formalities.
  5. Building a website or online store to showcase your products or services.
  6. Setting up payment systems to process transactions securely.
  7. Planning your marketing strategy and ensuring good customer service.

Which business can we do from home?

Home-based businesses include freelancing, content writing, selling handmade products, affiliate marketing, and running an e-commerce business in India. Many of these require minimal investment and can be scaled over time.

Nipun Jain

David Brown is a science fiction author who captivates readers with his imaginative worlds and thought-provoking narratives. His stories often explore the intersection of technology and humanity, challenging readers to think critically about the future.

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Basanth Verma
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Exciting news! Incorporation of our company, FoxSell, with Razorpay Rize was extremely smooth and straightforward. We highly recommend them. Thank you Razorpay Rize for making it easy to set up our business in India.
@foxsellapp
#razorpayrize #rizeincorporation
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Prakhar Shrivastava
foxsell.app
We would recommend Razorpay Rize incorporation services to any founder without a second doubt. The process was beyond efficient and show's razorpay founder's commitment and vision to truly help entrepreneur's and early stage startups to get them incorporated with ease. If you wanna get incorporated, pick them. Thanks for the help Razorpay.

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Dhaval Trivedi
TBS Magazine
Hey, Guys!
We just got incorporated yesterday.
Thanks to Rize team for all the Support.
It was a wonderful experience.
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