What is ROC Filing & Why It’s Necessary?

Meaning Of Registered Office Of A Company

The registered office of a company is its principal place of business, serving as its official address for all legal and government-related correspondence. It must be a physical postal address located within the Registrar of Companies (ROC) jurisdiction where the company is registered.

It is not necessarily the same as the place where day-to-day operations are carried out (corporate office or branch office). Instead, it ensures that government authorities and stakeholders know where to contact the company for statutory purposes.

Registered Office Requirement during Company Registration

At the time of incorporation, every company must declare its registered office. For this, certain documents are required:

• Proof of address (electricity bill, water bill, or property tax receipt, not older than 2 months)
• No Objection Certificate (NOC) from the landlord (if the property is rented)
• Rent/lease agreement in case of rented premises, or property ownership documents in case of owned premises

If the company does not have a permanent office at the time of registration, it can declare a temporary address. However, the final registered office must be filed with the ROC using Form INC-22 within 30 days of incorporation.

Importance Of the Registered Office Of A Company

Declaring and maintaining a registered office is a legal mandate under the Companies Act, 2013. Its importance can be summarised as follows:

• Legal Compliance: A company must have a registered office within 30 days of incorporation.
• Official Address for Communication: All government notices, summons, and correspondence are sent to this address.
• Use on Official Documents: The registered office address must be printed on all letterheads, invoices, business correspondence, and official publications.
• Jurisdictional Relevance: It determines the ROC jurisdiction under which the company falls and where records are maintained.

Without a registered office, a company cannot be considered legally compliant.

Change In The Registered Office Of A Company

Companies may shift their registered office after incorporation. The process depends on the nature of the change:

1. Change within the same city/town/local limits: Notify the ROC by filing Form INC-22 within 15 days.
2. Change outside local limits but within the same ROC jurisdiction: Requires passing a special resolution and filing with the ROC.
3. Change from one ROC jurisdiction to another (state-level change): Needs approval from the Regional Director, shareholder consent via special resolution, and filing of required forms (INC-22 & MGT-7).

In every case, the company must update its address on all official documents.

Registered Office of an LLP

Like companies, Limited Liability Partnerships (LLPs) are also required to declare a registered office during incorporation. This is where all legal and government correspondence is sent. Any change must be filed with the ROC using Form 15.

Register your LLP and enjoy flexibility with limited liability protection.

Registered Office of a Private Limited Company

A Private Limited Company must declare its registered office within 30 days of incorporation and notify the ROC of any change through Form INC-22. It acts as the official point of communication and is used on all business documents.

Set up your Private Limited Company to gain credibility and attract investors.

Registered Office of a One Person Company (OPC)

For an OPC, the registered office requirement is the same as that of other companies. It must be declared during incorporation, and any changes should be reported to the ROC. Since OPCs have single ownership, the registered office is key in establishing legal identity.

Incorporate your OPC to run your business independently with limited liability.

Difference Between A Registered Office And A Corporate Office

Many businesses confuse the registered office with the corporate office, but they serve different purposes:

• Registered Office:
  
  
  • Legal requirement under the Companies Act
  • Official address for receiving government and legal communications
  • Determines the jurisdiction of the ROC
  • Must appear on all statutory documents
    
    
• Corporate Office:
  
  
  • Operational headquarters of the company
  • Where executives and employees manage daily business activities
  • Focuses on decision-making, sales, and operations
  • Not a legal mandate under the Companies Act

In simple terms, the registered office gives the company its legal identity, while the corporate office drives its business operations.

Frequently Asked Questions (FAQs)

What is Proprietorship?

A sole proprietorship is the simplest form of business where a single individual owns, operates, and manages the business. It isn’t a separate legal entity, meaning the owner and the business are legally identical.

Key Characteristics:

• Full ownership and control: The proprietor has complete control over decisions.
• Unlimited liability: The owner is personally liable for all business debts and losses.
• No formal registration: In many cases, registration is optional, though GST or local licenses may be required.
• Limited access to capital: Raising funds from investors or banks is difficult due to a lack of legal status.
• Common use cases: Freelancers, small shop owners, consultants, and home-based businesses.

What is a Private Limited Company?

A Private Limited Company is a legally registered business entity under the Companies Act, 2013. It offers a distinct legal identity and limits the liability of shareholders to the amount invested in the company.

Key Features:

Following are the key features of a private limited company:

• Separate legal entity from its owners
• Limited liability for all shareholders
• Minimum 2 and maximum 200 shareholders
• Perpetual succession – continues to exist regardless of changes in ownership
• Preferred for scaling due to ease of raising funds, better governance, and investor confidence

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Ready to convert your business? Get expert assistance with company registration and start your private limited journey today.

Difference Between Proprietor and Private Limited Company

Law Governing the Conversion of Proprietorship into a Private Limited Company

The conversion is governed under:

• Companies Act, 2013 – Covers the registration and compliance of private limited companies.
  Income Tax Act, 1961 – Specifically Section 47(xiv), which allows tax-neutral transfer of assets from proprietorship to company, subject to conditions.

Key Legal Points:

• All assets and liabilities must be transferred to the company.
• The sole proprietor must hold at least 50% of the company’s shares for 5 years.
• The business must continue for a minimum of 5 years post-conversion.
• No benefit should accrue to the proprietor other than share allotment.

Benefits of Conversion from Proprietorship to Private Limited Company

Converting to a private limited company offers multiple strategic advantages:

• Limited Liability: Personal assets of owners are protected from business debts.
• Increased Credibility: Appears more professional to clients, vendors, and investors.
• Access to Funding: Equity funding becomes possible through share issuance.
• Separate Legal Identity: Contracts and property can be in the company’s name.
• Tax Benefits: Eligible for lower corporate tax rates and more deductions.
• Ownership Transfer: Shares can be transferred, making exit or succession easier.
• Improved Governance: Structured decision-making via the Board of Directors.

Requirements for Conversion

Here are the key requirements to convert a proprietorship into a private limited company:

• Legal Agreement: A takeover agreement must be executed to transfer the business.
• Memorandum of Association (MoA): Must include a clause to take over the existing business.
• Minimum Capital: While there is no fixed capital requirement, at least ₹1 lakh is commonly shown.
• Shareholding: The proprietor should hold at least 50% shares and voting rights post-conversion.
• Minimum Directors: At least 2 directors (including the proprietor).
• Asset Transfer: All tangible and intangible business assets must be transferred.

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Related Read: Difference between MOA and AOA

Prerequisites for Forming a Private Limited Company

Before converting, the following conditions must be fulfilled to form a Private Limited Company:

• Minimum 2 Directors: At least one must be a resident of India.
• Minimum 2 Shareholders: Can be the same as directors.
• DIN (Director Identification Number) for all directors.
• DSC (Digital Signature Certificate) for signing incorporation documents.
• Unique Name Approval through MCA's RUN or SPICe+ process.
• Registered Office Address: Proof of ownership or rent agreement with utility bill.

Conditions for Converting to a Sole Proprietorship

To legally convert a sole proprietorship into a private limited company, the following conditions must be satisfied:

1. Asset Transfer: All business assets must be transferred to the company without any monetary consideration except shares.
2. Shareholding Requirement: The Proprietor must own ≥50% of the total share capital.
3. No Other Benefits: No additional consideration, like cash or debt relief, is allowed.
4. Continuity of Business: The business must continue post-conversion for at least 5 years.
5. Valuation of Assets: Must be done by a Chartered Accountant to determine fair value.
6. Documentation: Legal agreement (slump sale or asset transfer) must be executed.

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Related Read: Difference Between Sole Proprietorship and One Person Company

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Documents Required for Conversion to Private Limited Company

Here’s a checklist of documents you’ll need:

For Proprietor (Now Director/Shareholder):

• PAN Card
• Aadhaar or Passport/Driver’s License
• Passport-sized photo
• Email and phone number
• Digital Signature (DSC)

For Business:

• Ownership/Rental proof of business premises
• Utility bill (not older than 2 months)
• NOC from the landlord if rented
• Statement of assets and liabilities (certified by a CA)

Procedure for Conversion of Proprietorship to Company

Follow these steps to convert your sole proprietorship into a private limited company:

Step 1: Name Reservation

Apply for the company name through RUN or SPICe+ Part A on the MCA portal.

Step 2: Get DSC

Obtain a Digital Signature Certificate (DSC) for all proposed directors.

Step 3: Draft MOA & AOA

• Include a clause in the Memorandum of Association (MoA) to take over the existing business.
• Prepare Articles of Association (AOA) for internal governance.

Step 4: File Incorporation via SPICe+

Submit SPICe+ forms (Part A and B) along with:

• PAN & TAN application
• MOA, AOA, declarations, affidavits, and other attachments.

Step 5: Execute Takeover Agreement

After the company's incorporation, a business takeover agreement must be signed between the proprietor and the company.

Step 6: Asset Transfer

Transfer all business assets and liabilities to the newly formed company.

Step 7: Post-Incorporation Tasks

• Open a company bank account
• Apply for GST, Shops & Establishment licenses (if required)
• File commencement of business (INC-20A) within 180 days

Frequently Asked Questions (FAQs)

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The 100 Rizing Stars of 2025

Below are the 100 startups recognised as Rizing Stars 2025.

• Affluense AI: An AI-powered platform that helps businesses discover and engage HNI & UHNI individuals with real-time, 360° profiles.
• Alchemyst AI: Alchemyst AI is a context engine that provides AI applications with persistent memory, business data, and operational context so agents remain accurate, reliable, and production-ready. It is a standalone context layer that can be integrated into the stack through our APIs, SDKs and MCPs.
• Amyra Farms: Amyra Farms is a Farm-to-Table company dedicated to growing and processing high-quality Coffee, Pepper, and Vanilla.
• Ambitio: AI Copilot for Higher Education Abroad. Ambitio's AI platform assists in the complete study abroad journey, right from program selection to crafting your application and getting those dream admits.
• Amrutam: Amrutam is a global Ayurvedic lifestyle brand on a mission to make Ayurveda accessible, authentic, and contemporary. Rooted in ancient wisdom and backed by modern science, they create holistic solutions for health, wellness, and beauty.
• Avasar: Avasar is a micro-task platform that helps individuals in Tier 2/3/4 India earn income through simple, smartphone-based tasks like referrals, surveys, promotions & gigs.

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• BabyAmore: Baby Amore is a eCommerce website catering to every baby’s need. Their focus is to sell organic, eco friendly and premium baby products.
• Bharat Intelligence: Bharat Intelligence is building India’s operating system for agricultural labour. They organise farm labour into trained, verified crews and deliver agricultural work as a managed service
• Bolna: Bolna is a Voice AI Platform purpose-built for India’s scale, linguistic complexity, and cost sensitivity. They enable enterprises to go live with thousands of concurrent calls in days.
• Bombay Musk: Bombay Musk is a luxury car perfume brand designed to elevate every drive with premium fragrances that embody sophistication and style.
• Booon: Booon.in is India’s First fashion-forward platform delivering all the style needs in just 2 hours.
• Broadway: With a vision of a shared economy in retail, Broadway provides a platform of 20,000+ sq ft canvases in prime malls for brands to paint their stories, captivate consumers through unique narratives and in-person engagements to establish trust and induce trials.

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• Calquity: CalQuity is building the future of equity research with an AI-powered platform that unifies filings, earnings calls, and news into a single intelligent interface.
• Cashvisory: Cashvisory empowers first-time investors with expert-backed strategies and simplified tools, making wealth-building accessible to everyone.
• CellBell: Cellbell primarily offers ergonomic office and gaming chairs online in India, along with related services like delivery, installation, and warranty support. They focus on providing comfortable and durable seating solutions at affordable prices.
• Cleevo: With an unique powder-to-liquid technology, Cleevo aim to inspire a new generation of clean and simplify life.
• Clevrr AI: Clevrr AI is a SaaS platform helping D2C/Consumer brands unify data from 50+ omnichannels into a single source of truth with an AI Agent on top of it.
• CodeAnt: CodeAnt AI is the Code Health platform built for the AI era. They bring AI Code Review, Code Security, Code Quality, and Engineering Metrics into one unified platform.
• Cogniti: Cognitii is a mobile first, AI powered ecosystem that helps schools detect learning needs early, personalise support for children with developmental and learning disabilities, and reduce educator workload.
• Courtyard Farms: Courtyard Farms delivers 100% natural, fresh goat milk and dairy products directly from farm to doorstep, promoting healthier, preservative-free nutrition.
• Crustdata: Crustdata is an AI-powered people and Company Search tool for sales, recruitment and investment with the freshest, most trusted data.

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• DaanVeda: DaanVeda is an AI-driven fundraising intelligence platform, empowering nonprofits to raise more funds efficiently. They offer a unified solution addressing key challenges in the fundraising landscape.
• depX: depX is an AI Ecosystem for DevOps. Deploy, manage and monitor your entire cloud infrastructure with as few as two lines in English. depX offers a no-code, ChatGPT-like interface for DevOps and Cloud engineers.
• Dodo Payments: Dodo Payments is a global Payments & Billing platform helping SaaS and AI-native businesses scale across 150+ countries.
• Dressfolk: Dressfolk is on a mission to modernise timeless Indian weaves. They design and co-produce all garments with the artisan community from scratch.
• Dropon Delivery: Dropon is an emerging startup in eco-friendly, tech-driven logistics, transforming on-demand delivery with AI-powered optimisation and green mobility.

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• Earth Story Farm: Earth Story Farm grows, make and source chemical-free products, preserving the goodness, freshness and locking their complexity of flavours.
• Earthful: Shark Tank-approved Earthful was founded in 2020 by sisters and IIT Kharagpur alumnae Veda Gogineni and Sai Sudha G. They are on a mission to tackle undernutrition in India with clean, plant-based nutrition. Earthful offers 100% natural supplements- free from additives and backed by science.
• Eternz: Eternz is a new-age jewellery and watch marketplace redefining how India discovers and experiences fine craftsmanship. With a deep love for design and detail, they bring together curated collections from India’s finest brands as well as exquisite international names.

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• Findr: Findr is an AI workspace that lets you instantly capture, delightfully organise, and chat with anything you've saved. This includes PDFs, videos, articles, links, emails, information inside apps, and more.
• Fixit: Fixit is an AI-powered junior broker, an agentic sales assistant built for real estate sales who don’t have time to chase dead leads. It qualifies, nurtures, and follows up with every prospect.
• Foramour: Foramour offers 18k gold plated jewellery brand that makes gifting effortless yet thoughtful.
• Frelo: Frelo is an AI based platform for Indian startups seeking top-tier freelancers in Tech, Design and Content. They simplify the hiring process by streamlining the posting of requirements, freelancer selection, and payments.
• Fuell: Fuell provides clean, bite-sized snacks, made from just dry fruits and nuts, with no added sugar or preservatives.
• Future AGI: Designed for the modern era of Generative AI, Future AGI provides intuitive tools for fine-tuning prompts, LLM experimentation, evaluating models, annotating data or optimising performance, making complex AI workflows seamless and efficient.

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• Get Your Lawyers: Get Your Lawyers is a cutting-edge AI-powered SaaS platform designed for legal professionals, providing an all-in-one solution for end-to-end legal practice management.
• GetWebsite.Report: A complete webpage audit tool to get personalised insights & AI-powered actionable fixes to improve design, usability, user experience & SEO on all devices to maximise conversion.
• Gud Gum: Gud Gum is India's first plastic-free, all-natural & biodegradable chewing gum. Free from all artificial sweeteners, flavours & colours.
• Guestara: Guestara is an AI Guest Management Platform designed to meet the needs of hospitality professionals worldwide.

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• Heizen: Heizen is building an ecosystem to build, deploy, and manage fully functional enterprise-grade AI Apps.

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• Indian Hemp Store: Indian Hemp Store is India's 1st Hybrid Hemp Marketplace.
• Indiehaat: IndieHaat was started with a vision and direction to surface the beautiful hidden treasures of the magnificent world of handmade products.
• Ivory: Ivory transforms the ageing experience by nurturing sharper minds and healthier living. They help in the early detection of neurodegenerative risks and provide personalised brain health solutions.

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• Jumkey: Jumkey introduces safer materials for the environment which are skin friendly, sustainable and meets International quality standards.

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• Kaftanize: Kaftanize is a popular clothing line with fashion-conscious ladies.Their clothing is crafted from premium fabrics with an emphasis on simple shapes and understated elegance.
• Komplai: Komplai is an AI-powered solution that helps businesses manage their financial accounts and all regulatory filings.
• Kreo: Kreo is a consumer electronics brand they enable content creators & gamers to elevate their passion beyond limits by providing them with premium products.

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• Lamhenow: Lamhenow is a sustainable gifting solutions company. They are creating products which will be long-term and timeless, keeping in mind the creativity.
• Lawberry: Lawberry is a pioneering legal tech platform that combines AI intelligence with legal expertise. The primary features include AI-powered research, drafting, and summarisation tools, alongside robust case management features.
• Layerpath: Layerpath's Path AI turns the website into a live product conversation. It answers questions, shows the right demo, and books meetings- so your team only talks to ready buyers.

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• Magic Decor: Magic Decor has a curator-driven method to customise wall murals and wall decorative items. Their core is driven by on-demand production and an enhanced manufacturing process driven by automation.
• Magicroll: Magicroll.ai is an AI-powered video editing and creation platform that helps creators, brands, and businesses turn raw footage into polished, engaging videos in minutes.
• Medial: Medial is the next-gen professional social media platform from India to the world.
• MeetMinutes: With support for 30+ languages, including unique mixed languages, seamless integration with popular tools and CRMs, and a focus on capturing key insights and action items, MeetMinutes is an indispensable partner in achieving meeting excellence.
• Mohi Fashion: Mohi Fashion is a curated multi-designer Indian ethnic wear marketplace sourcing from authentic sellers across India for special occasions, weddings.
• Mugafi: Mugafi is a next-gen entertainment powerhouse combining Tech, AI, storytelling, and cultural depth to build original cinematic universes.
• Mumchies: Mumchies offers wholesome traditional-meets-contemporary sweets, savouries & millet delights made with premium ingredients for healthy, delicious snacking.
• My Thrift Baby Loot: My Thrift Baby Loot is an easy platform where Parents can declutter by selling the things that their babies have outgrown to other parents who can buy the essentials at a lot lower than market price, save their money and save the planet in the process too.

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• Nesta Toys: Nesta Toys offer simple & open-ended play where the child drives the playtime. The toys are designed to encourage kids to see new possibilities and spur their imaginations.
• Niyantha: Niyantha is building the Vehicle Cloud and AI Platform for transportation, agriculture and seafood supply chains.
• Nuvie: Nuvie is redefining healthy eating by creating food products that make wellness both enjoyable and accessible.

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• OhNuts: Oh! Nuts is a health-focused snack brand from India that’s reinventing how people think about munching- with chips made from real nuts that are crispy and flavourful

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• Pinq Polka: Pinq Polka provides high-quality products that address both women’s hygiene and fashion needs, helping them navigate each day with assurance and poise.
• Pipeshift: Pipeshift is a fast, scalable, and production-ready orchestration platform to build with open-source AI- embeddings, vector databases, LLMs, vision models, and audio models- in any cloud or on-prem.
• Praylady: Praylady has gained a niche through its state-of-the-art manufacturing technology, and for producing unparalleled cookware that rings a bell in every kitchen in town.
• Pype AI: Pype AI delivers ready-to-deploy, speciality-trained voice agents for healthcare. They automate critical patient interactions- scheduling, follow-ups, treatment prep, and 24/7 support- helping hospitals go live in days.

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• Quash: Quash is a SaaS tool that helps companies streamline and speed up their software testing process. It helps testers report bugs quickly, and assists developers in resolving them.
• QuicReach: QuicReach offers pre-scheduled shared cabs tailored for solo travellers. Their solution combines the affordability of public transport with the comfort of personal cabs, providing a unique and much-needed alternative for long-distance travel.

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• Ressl AI: Ressl AI is building the future of Salesforce implementation and operations, powered by AI agents. They partner with fast-growing companies to scale their Salesforce orgs without scaling headcount.
• Ruskle: Ruskle is a modern Indian snack brand reinventing the traditional rusk with baked, flavour-rich, no-maida varieties like Butter Garlic, Blueberry, Green Chutney, and more for guilt-free tea-time snacking.
• Rustic Art: Rustic Art is an organic and natural personal and home care brand that believes in sustainable manufacturing and a sustainable lifestyle. All the products are cruelty-free & vegan.

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• SaveSage: SaveSage simplifies a user's credit card journey by helping them choose the best card based on their spending habits.
• Scoutflo: Scoutflo is on a mission to make Infrastructure management self-serve for developers.
• Shram: An AI-powered to-do list that automatically captures tasks from the screen and voice, so work manages itself.
• Silver talkies: Silver Talkies is a pioneering social enterprise on a mission since 2014 to make healthy and active ageing a desirable and viable goal for older adults.
• SimplAI: SimplAI is a full-stack Agentic AI Operating System built for enterprises that need to move beyond isolated LLM experiments and deploy AI that actually runs production workflows.
• Skillsync: Skillsync is a search platform to find engineers & scientists based on their code / research. They are on a mission to organise the world's talent.
• Sprentzo: Sprentzo is an innovative sports platform with a mission to make sports more accessible, affordable, and community-driven across India.
• Stimuler: Stimuler is building audio-AI to help the global population speak (English) better! Their advanced AI engines listen, provide detailed feedback on the essential speech metrics & then provides guided practice for improvement!
• Stumbll: Stumbll Events is an AI-powered event planning and management platform designed to simplify organising mid-sized gatherings (25-100 attendees).
• Sunfox: Sunfox Technologies is at the forefront of cardiac healthcare innovation, transforming lives with their flagship product, Spandan.
• Supaboard: Supaboard is an AI analytics platform transforming scattered data into actionable insights without requiring a data team.
• SuperErgo: SuperErgo is a work-tech brand revolutionising the modern workspace with ergonomically designed furniture and accessories.
• Swastya Organic farms (Lokkanahalli): Pure, chemical-free organic foods & wellness products crafted with traditional farming and women-led care for healthy living.
• Swizzle: Swizzle offers refreshing ready-to-drink mocktails that bring clean, premium taste to every sip- perfect for modern, health-conscious drinkers.

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• Tagda Raho:  Tagda Raho is reviving India’s traditional strength training with handcrafted gada, mudgar and functional workouts for modern fitness.
• Theater Apparel: Theater is a dynamic and rapidly growing fashion startup based in India. Their mission is to create India's best design-led, mass-premium western fashion company.
• Trackk: Trackk is a New-Gen trading platform, designed for speed, precision, and simplicity. From faster trading to insightful analytics, they're reimagining how the new generation connects with wealth and opportunities.
• Trupeer AI: Trupeer AI is the AI video platform for the end-to-end software lifecycle.
• Twiddles: Twiddles brings indulgence without guilt. Co-founded by cricketing legend Yuvraj Singh, they create delicious, nut-based spreads and snackable bites that combine rich flavours with healthy ingredients.

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• Unjob.ai: Unjob. ai is the world’s first AI-powered freelance platform that helps brands hire talent instantly, without job posts, interviews, or endless browsing.
• Urban Animal: India's 1st dog DNA test to understand a dog's genetic makeup to provide smarter care!

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• Vaani AI: Vaani research is building the next generation of human-like Voice AI systems that can handle & automate complex, longer conversations with unmatched accuracy and empathy.
• Veltos AI: Veltos AI is a next-gen game generation platform that empowers anyone to create, play, and share games with the power of AI.
• VideoSDK: VideoSDK is providing end-to-end solutions in real-time communication technology. They started with mission is to help developers build interactive and immersive live video experiences.
• Vyom: Vyom is building the platform to power the future of autonomous robots and drones. They are creating a software-defined ecosystem to empower the robotics industry with unmatched adaptability, flexibility, and scalability.

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• Yuji Labs: Yuji Labs is building industrial intelligence grounded in physics, engineering, and real operational experience.
• Zillout: Zillout is an AI-powered system running the world's most loved venues & experiences.
• Zivy: Zivy tracks conversations across all the Slack channels and brings critical messages to the surface.

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The Rizing Stars of 2025 are a reflection of the everyday realities of building a startup. The late nights, the pivots, the first yes, the many no’s, and the quiet milestones that don’t always make headlines. These 100 startups represent founders who kept showing up, learning from each other, and moving forward with conviction.

And as more founders join the Rize community, this list will continue to grow- bringing new stories, new breakthroughs, and new journeys into focus. Today, we celebrate 100. Tomorrow, there will be many more and we’re excited to build that future together!