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Business Structure Calculator: Pvt Ltd vs LLP vs OPC vs Proprietorship

Choosing the right structure is the first big decision for any founder. This calculator scores Private Limited Company, LLP, One Person Company, Proprietorship and Partnership Firm against your plans: how many founders you have, whether you will raise funding or offer ESOPs, how much you need limited liability and what profit you expect.

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How many founders?

Plan to raise money from investors?

Want to offer ESOPs to employees?

Need to protect personal assets (limited liability)?

₹

Used to compare income tax across structures.

Best fit for you

Private Limited Company

Fit score 71/100

  1. 1. Private Limited Company

    71/100
    • Investors can buy shares, so it suits equity fundraising.
    • Protects personal assets with limited liability.

    Tax on your profit: ₹5,03,360 · Register a Pvt Ltd

  2. 2. Limited Liability Partnership

    46/100
    • Protects personal assets with limited liability.

    Tax on your profit: ₹6,24,000 · Register a LLP

  3. 3. Partnership Firm

    25/100
    • Cannot issue shares to investors.
    • Owners are personally liable for business debts.
    • Simplest and cheapest to run.

    Tax on your profit: ₹6,24,000 · Register a Partnership

  4. 4. One Person Company

    Not available
    • Only for a single founder.
    • Protects personal assets with limited liability.

    Tax on your profit: ₹5,03,360 · Register a OPC

  5. 5. Sole Proprietorship

    Not available
    • Only for a single founder.
    • Cannot issue shares to investors.
    • Owners are personally liable for business debts.

    Tax on your profit: ₹2,08,000 · Register a Proprietor

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Side-by-side comparison

StructureLiabilityMembersComplianceAuditFundraising
Private Limited CompanyLimited to share capital2 to 200 shareholders, 2+ directorsHigh: board meetings, annual ROC filings, statutory auditStatutory audit every yearBest: equity, VC and angel funding, ESOPs
Limited Liability PartnershipLimited to agreed contribution2+ designated partnersMedium: Form 8 and Form 11 every yearOnly if turnover > ₹40 lakh or contribution > ₹25 lakhLimited: no equity shares, hard for VCs
One Person CompanyLimited to share capital1 shareholder, 1 nomineeMedium to high: ROC filings and statutory auditStatutory audit every yearModerate: can convert to Pvt Ltd to raise equity
Sole ProprietorshipUnlimited: personal assets at risk1 ownerLow: owner's ITR, GST if applicableTax audit only above ₹1 crore turnover (₹10 crore if mostly digital)Poor: loans only, no equity
Partnership FirmUnlimited and joint for all partners2 to 50 partnersLow: firm ITR, partnership deedTax audit only above ₹1 crore turnover (₹10 crore if mostly digital)Poor: partners' capital and loans

You get a ranked recommendation with the reasons behind it, the income tax each structure would pay on your profit and a side-by-side comparison of liability, compliance and audit rules.

How the recommendation is scored

Fit score = Compliance simplicity + Funding fit + ESOP fit + Liability protection + Tax efficiency

Funding fit
Only companies can issue equity shares to investors
Liability
Pvt Ltd, OPC and LLP protect personal assets
Compliance
Proprietorships are simplest; companies have the most filings
Tax
Tax on your profit compared across structures

Companies pay 25.17% (22% plus surcharge and cess under the concessional regime). LLPs and partnership firms pay 31.2%, or 34.94% above ₹1 crore. Proprietors pay individual slab rates, which are lower on smaller profits but rise to 30%.

Company profits are taxed again as dividends when distributed, while LLP profit shares are tax free for partners. The score is a guide; your exact situation, industry licences and exit plans also matter.

Can you change structure later?

Yes, but it costs time and money, so it pays to start right.

  • A proprietorship or partnership can be converted into a company or LLP, but contracts, licences and bank accounts must move too.
  • An OPC can convert into a Private Limited Company when you add shareholders.
  • An LLP can convert into a company if you later decide to raise equity funding.
  • Startup India (DPIIT) recognition is available to companies, LLPs and registered partnerships, not proprietorships.

Questions

Business Structure Calculator: frequently asked questions

A Private Limited Company is better if you plan to raise equity funding or offer ESOPs. An LLP is better for service businesses and professional firms that want limited liability with lower compliance and no plans to raise venture capital.

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