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India Startup Advisory

From incorporation to Series A and beyond — comprehensive financial, legal and compliance advisory for India's next generation of founders and entrepreneurs.

Modern Indian office boardroom — startup advisory
100+Startups Advised
DPIITRegistered
Series AReady
Ankit Mahajan

India Startup Advisory

India's startup ecosystem is the third largest globally — yet many promising ventures stumble not because of their product but due to flawed financial structures, compliance failures, or poorly executed fundraising. The right advisory partner from Day Zero makes a transformative difference.

Our startup advisory practice is led by Ankit Mahajan (FCA, PwC alumni) — who has guided 100+ startups across sectors from pre-revenue to growth-stage companies raising Series A. His core expertise is Indian compliance for foreign companies and MNCs setting up offices in India, and guiding founders through every compliance milestone from incorporation onwards.

  • Company Incorporation — Private Ltd, LLP, OPC, Section 8 Company
  • DPIIT Startup India Recognition & 80-IAC Tax Exemption
  • ESOP Scheme Design, Vesting Schedules & Tax Planning
  • Fundraising Support — SHA, SSA, CCD documentation review
  • FEMA & RBI Compliance — FDI, FCGPR, ECB advisory
  • Angel Tax (Sec 56(2)(viib)) planning and Form 2 exemption
  • Year 1 to Scale Statutory Compliance Roadmap
  • Startup Audit & investor-ready financial reporting

Our India Startup Advisory Services

Comprehensive services by Chartered Accountants, Company Secretaries and US CPAs with Big 4 experienced backgrounds.

01
Company Incorporation

Complete incorporation — name reservation, MOA/AOA drafting, DIN, DSC, Certificate of Incorporation. Private Limited, LLP, OPC, or Section 8 Company — Pan India.

02
DPIIT Startup Recognition

DPIIT Startup India registration, Section 80-IAC income tax exemption application, and Form 2 for angel tax exemption under Sec 56(2)(viib).

03
ESOP Scheme Design

ESOP plan design, vesting schedules, pool sizing, grant price valuation, board/shareholder approvals under Section 62(1)(b), and comprehensive tax planning for grantees.

04
Fundraising Support

Term sheet advisory, SHA/SSA/CCD/CCPS documentation review, investor due diligence preparation, and pre-close compliance review and certification.

05
FEMA & RBI Compliance

Foreign investment (FDI) compliance, FCGPR filings, valuation certificates for foreign investors, ECB advisory, and compounding applications for past non-compliance.

06
Startup Compliance Roadmap

Year-by-year compliance calendar covering income tax, GST, TDS, PF/ESIC, ROC filings, secretarial obligations — from Day 1 through scale.

07
Startup Audit & Accounting

Monthly bookkeeping, quarterly MIS, investor-ready financial reporting, and statutory audit — tailored to startup workflows and investor due diligence standards.

08
Restructuring & Wind-Down

Strike-off, voluntary winding up, LLP to company conversion, and merger/demerger advisory for startups at any lifecycle stage.

Our Key Differentiators

Founder-Friendly

We speak the founder's language — lean, fast, and practical. We give you exactly what you need to stay compliant and investor-ready, without overcomplicating things that can wait.

Investor DD Ready

Our clients consistently receive clean due diligence reports from investors. We maintain books and compliance in a format that satisfies the most demanding institutional investor.

End-to-End Coverage

From your first shareholder agreement through to Series B — one team, one relationship, complete coverage across every financial, tax, and regulatory aspect of your startup journey.

Ankit Mahajan
Ankit Mahajan
Partner — Startup Advisory · PwC Alumni

PwC alumni. Core expertise in Indian compliance for MNCs and foreign companies setting up India offices. Guides founders through incorporation, DPIIT recognition, ESOP setup, investor due diligence preparation, and ongoing statutory compliance.

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Frequently Asked Questions

For most VC-backed or growth-oriented startups, a Private Limited Company is strongly preferred — it allows ESOP issuance, standard equity investment rounds (SHA/CCPS), DPIIT startup recognition, and is the structure institutional investors expect. An LLP offers lower compliance costs and pass-through taxation — better suited for service partnerships where equity fundraising is not planned.

Angel tax (Sec 56(2)(viib)) is levied on the excess of share premium received over fair market value — now extended to foreign investors too. DPIIT Startup India recognition (via Form 2) provides an exemption for eligible startups. We help all startup clients apply for this exemption proactively — before the investment round closes.

Best practice is to establish your ESOP pool at incorporation or before your first institutional funding round. Investors typically require a 10–15% ESOP pool on a fully diluted basis pre-investment. Delaying creates dilution complexity later. We recommend adopting the ESOP scheme at the earliest Board meeting.

VC due diligence has four workstreams: (1) Legal DD — MOA/AOA, shareholder agreements, IP assignments; (2) Financial DD — audited financials, MIS, cap table, burn rate; (3) Tax DD — income tax, TDS, GST status, pending demands; (4) Regulatory DD — FEMA, sector licences, DPIIT status. We prepare our startup clients for all four before they enter fundraising discussions.

SaaS products typically attract 18% GST. Export of services to overseas clients with payment in foreign currency is zero-rated — meaning no output GST and full input GST refund eligibility. The exact treatment depends on place of supply rules and the nature of the arrangement. We advise all startup clients on the correct GST treatment of every revenue stream from Day One.

Building Your Startup? Let's Talk.

Free first consultation for early-stage founders — no obligations, no commitment.