Scale your business from Proprietorship to Pvt. Ltd Company to multiply business growth
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When starting a business, a sole proprietorship is often the preferred structure due to its minimal compliance requirements. However, as the business expands, it becomes important to limit personal liability and distribute compliance responsibilities. A practical solution is to convert the sole proprietorship into a private limited company. To do this, the promoters must enter into an agreement to transfer the business. Additionally, the Memorandum of Association (MoA) of the new private limited company must clearly state “the takeover of a Sole Proprietorship Concern” as one of its objectives.
A private limited company is a separate legal entity, distinct from its members. This allows the business to own assets, enter into contracts, and initiate legal action in its own name. The members (shareholders/directors) are not personally liable for the company’s debts beyond the value of their shares in the company.
In a private limited company, the directors’ personal assets are protected and cannot be used to settle the company’s debts. Only the capital invested and the company’s assets may be used to repay any outstanding liabilities.
In a private limited company, ownership can be transferred to an individual or another company by transferring shares, with the consent of existing shareholders. This process is relatively simple, unlike in a proprietorship where ownership transfer is not permitted.
A private limited company, being a separate legal entity, enjoys perpetual succession. Unlike a sole proprietorship, it remains unaffected by the death or exit of any member and continues to exist regardless of changes in ownership or management.
PAN Card of directors and shareholders
Foreign nationals may provide passport
Aadhar Card and Voter ID/ Passport/ Driving License of all directors and share holders
Latest Passport size photograph of all directors and shareholders
Latest Electricity Bill/ Telephone Bill of the registered office address
No Objection Certificate to be obtained from the owner of registered office
If the registered office is rented, provide the rent agreement.
Submit the latest income tax return acknowledgment of the sole proprietorship.
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A Private Limited Company requires a minimum of two members who will act as directors. While there’s no mandatory minimum capital requirement, a government fee is applicable for issuing a minimum of shares worth ₹1 lakh (Authorized Share Capital) during company registration.
A Pvt. Ltd. company would need two or more members who shall act for as directors of the said company. It is a general practice that the shareholders of the company play the role of directors. It does not require any minimum amount to be infused as capital. However, a certain fee must be paid to the Government for issuing a minimum of shares worth ₹ 1 lakh [Authorized Share Capital] during company registration. Also, there is no requirement to show proof of capital invested during the registration process.
Starting a business under the Pvt. Ltd structure is advantageous as it creates trust and credibility. Its easier to get loans, and it helps in attracting more financial institutions, suppliers and potential clients. financial institutions and individuals prefer investing in companies that are reliable and private limited companies offer such a reliability factor, as compared to a structure like a sole proprietorship or general partnership. Therefore if you are looking for expanding or trustworthiness is an important part of business its a very good option
Once a Company is incorporated, it will be active and in existence as long as the annual compliances are met regularly. In case, annual compliances are not complied with, the Company will become a Dormant Company and maybe struck off from the register after a period of time. A struck-off Company can be revived for a period of up to 20 years.
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Scale your business from Proprietorship to Pvt. Ltd Company to multiply business growth