Choose the right business structure from day one — your entity type affects tax rates, compliance burden, liability, and your ability to raise funding.
Pro Tip
22%
Pvt Ltd tax rate
(new regime)
~₹15K
annual compliance
cost (LLP)
0%
liability on personal
assets (LLP/Pvt)
Free Tool

Which Entity Should You Incorporate?

Compare Sole Proprietorship, Partnership, LLP, OPC, and Private Limited — across tax, compliance, liability, and fundraising.

Answer 5 questions — get your best match
1How many owners / founders?
Just me (1)
2 – 5
6 or more
2Expected Year-1 turnover?
Below ₹20 L
₹20 L – ₹1 Cr
Above ₹1 Cr
3Do you plan to raise VC / PE / Angel funding?
Yes, definitely
Maybe later
No
4Do you need FDI / foreign investment or clients?
Yes
No
5What matters most to you?
Minimal paperwork
Tax efficiency
Liability protection
Scale & credibility
Best Match for You
All Entities — Fit Score
Parameter
👤Sole Proprietor
🤝Partnership
🔗LLP
🏢OPC
🚀Pvt Ltd
Formation & Structure
Governing LawShop & Est. Act (optional)Partnership Act, 1932LLP Act, 2008Companies Act, 2013Companies Act, 2013
Min. Members12 (max 20)2 (no max)1 + nominee2 (max 200)
Incorporation Time1–3 days1–7 days7–14 days10–15 days10–20 days
Approx. Setup Cost₹0 – ₹5K₹2K – ₹10K₹5K – ₹20K₹8K – ₹25K₹10K – ₹30K
Perpetual Succession
Liability
Personal Liability Unlimited Unlimited Limited Limited Limited
Asset Protection
Income Tax (FY 2026-27)
Tax Rate Slab rates
0–30%
30% flat 30% flat 22% or 25%
Sec 115BAA
15% / 22% / 25%
New mfg / 115BAA / default
Surcharge (if income >₹1 Cr)10–25%12%12%10%10%
Effective Tax (high income) ~42.7% ~34.9% ~34.9% ~25.2% ~25.2%
MAT / AMTAMT 18.5%
(if adj. income >₹20L)
AMT 18.5%
(if adj. income >₹20L)
AMT 18.5%MAT 15%MAT 15%
Presumptive Tax (44AD)
Dividend TaxN/A (no dividends)N/AN/AIn hands of shareholderIn hands of shareholder
Annual Compliance
Statutory Audit Tax audit only
(if TO >₹1 Cr)
Tax audit only
(if TO >₹1 Cr)
If contribution >₹25L
or TO >₹40L
Mandatory Mandatory
ROC / MCA FilingsNoneNoneForm 8 + Form 11AOC-4 + MGT-7AAOC-4 + MGT-7 + ADT-1 + others
Income Tax ReturnITR-3 / ITR-4ITR-5ITR-5ITR-6ITR-6
Board / Partner MeetingsNoneAs per deedAs per agreementMin 2/yearMin 4/year + AGM
Approx. Annual Compliance Cost₹5K – ₹25K₹10K – ₹40K₹20K – ₹60K₹30K – ₹80K₹50K – ₹2L+
Compliance Burden Very Low Low Moderate Moderate High
Business & Growth
FDI Allowed Restricted sectors Most sectors automatic
VC / PE Fundraising PE only, no equity Full equity, ESOP
Bank Loan / Credit Moderate Moderate Good Good Best
Brand Credibility Low Low Good Good Highest
ESOP for Employees
Winding Up Very Easy Easy Moderate Moderate Complex
Best Suited For
Ideal Profile Freelancers, solo traders, small retailers, local services Family businesses, CA/Law firms (legacy structure) Consulting firms, service businesses, professional partnerships Solo entrepreneurs wanting corporate benefits & liability shield Startups, funded ventures, product companies, export businesses
Key Insight: A high-income proprietor pays up to ~42.7% effective tax (30% + surcharge + cess), while the same profit earned in a Private Limited Company under Sec 115BAA is taxed at only ~25.2%. The larger your profit, the more compelling the case for incorporation.
Sole Proprietorship
Individual slab rates apply
0–30%
base rate
New Regime Slabs0–3L: Nil, 3–7L: 5%, 7–10L: 10%, 10–12L: 15%, 12–15L: 20%, >15L: 30%
Surcharge10% (>50L), 15% (>1Cr), 25% (>2Cr)
Cess4% on tax + surcharge
Max Effective Rate~42.74%
AMT18.5% if adj. income >₹20L
Presumptive (44AD)Yes — 8% / 6% of TO
Section 80C / deductionsAvailable (Old Regime)
Partnership Firm
Flat rate entity
30%
flat base
Tax Rate30% flat on total income
Surcharge12% if income >₹1 Cr
Cess4%
Max Effective Rate~34.94%
AMT18.5% if adj. income >₹20L
Partner's shareTax-free in hands of partner
Remuneration to partnersDeductible (within Sec 40b limits)
LLP
Same as Partnership tax-wise
30%
flat base
Tax Rate30% flat
Surcharge12% if income >₹1 Cr
Cess4%
Max Effective Rate~34.94%
AMT18.5% on adjusted total income
Partner's shareExempt in partner's hands
DDTNot applicable (no dividends)
OPC
Treated as domestic company
22%
Sec 115BAA
Default Rate25% (TO ≤ ₹400 Cr)
Concessional Rate22% — Sec 115BAA (no exemptions)
Surcharge10% if income >₹1 Cr
Max Effective Rate~25.17%
MAT15% of book profit
DividendTaxable in shareholder's hands (slab)
Private Limited Co.
3 rate options available
22%
Sec 115BAA
Default Rate25% (TO ≤ ₹400 Cr) / 30% (above)
Concessional Rate22% — Sec 115BAA
New Mfg. Company15% — Sec 115BAB
Surcharge10% if income >₹1 Cr
Max Effective Rate~25.17% (115BAA)
MAT15% of book profit (not if 115BAA)
DividendTaxable in shareholder's hands
GST Registration: Mandatory for all entity types once turnover crosses ₹20L (services) or ₹40L (goods). Composition scheme available for eligible businesses up to ₹1.5 Cr. An entity type does not change your GST threshold.
Startup India (DPIIT): Only Private Limited Companies and LLPs registered in India are eligible. Recognition brings 3-year income-tax exemption (Sec 80IAC), easier compliance, and self-certification for labour & environmental laws.
Not sure which structure fits your business?

MMG's incorporation advisory covers entity selection, tax structuring, and end-to-end registration.

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