Most owners who want out start by asking how to strike the company off. That is usually the expensive answer. A running company with a clean filing history, a GST number and an operating history is worth something to somebody — and the buyer saves eighteen months of incorporation, licences and track record by taking yours.
Listing is on buysellprivatelimited.com, our marketplace for Indian private limited companies. EaseValue handles the legal and tax side of the deal itself.
Almost every private company sale in India is one of these. Which one you pick changes the tax, the paperwork and what the buyer inherits — so it is worth being clear before you talk price.
You sell your shares. The company itself carries on unchanged — same CIN, same PAN, same GST number, same bank account, same contracts. The buyer steps into your shoes, which is exactly what they are paying for. It also means they inherit the company's history, including anything unpleasant in it.
The company sells its undertaking — machinery, stock, customers, staff — and you keep the shell. The buyer avoids inheriting old liabilities. The tax treatment is different, GST may apply to the transfer, and the agreement has to be drafted with more care.
A buyer who is nervous about your past will push for a business sale. A buyer who wants your GST registration, your licences or your years of filings will push for a share transfer.
Every deal that falls apart, falls apart here. Get these together before you list and you will negotiate from a much better position — and you will not spend six weeks producing documents while the buyer cools off.
The one that catches people out: unfiled ROC forms and an unsatisfied charge from a loan you repaid years ago. Both are visible to any buyer on the public MCA record in about five minutes, and both make your company look neglected. Clearing them before you list is usually cheap and always worth it.
Selling shares is a capital gains event for you personally, and how much you pay turns on how long you have held the shares and what the shares are actually worth — not simply what you agreed with the buyer. Unlisted shares have their own valuation rules, and a price materially below fair value can be taxed as income in the buyer's hands as well as taxed as a gain in yours.
This is the part where a number on a napkin costs real money. We will tell you what the sale looks like after tax before you sign anything, and where the structure can legitimately be improved.
A share transfer is not done when the money arrives. Until these are complete the buyer does not have clean title and the register still shows you as a member.
From a signed term sheet, a clean company with its filings up to date usually completes in three to six weeks. Diligence is the long pole, and the delay is almost always waiting on documents from the seller. A company with ROC defaults or an open tax matter takes longer, because the buyer will want those closed — or the price cut — before completion.
Our marketplace. List the company, describe it, and reach buyers who are specifically looking for a running Indian private limited. Free to list.
List your company →The deal itself — getting your filings clean before you list, the diligence pack, the tax position, SH-4 and stamping, DIR-12 and the handover of registers.
Talk to us →Start with a look at where your filings actually stand — that determines both what you can ask for and how fast it can close. Then list it.
List on the portal → Ask us a questionAlso read: Buying a private limited company in India. Stamp duty on share transfer, capital gains rates and ROC additional fees change from time to time and some depend on your state — the position above is general, and we will confirm the current numbers for your specific sale before you commit to anything.
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