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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