Startup
Private Markets Intelligence
Guides on ESOP taxation, cap tables, secondary transactions, and India's private market ecosystem.
What is Form No. MGT-1 - Register of Members?
Form No. MGT-1 is the mandatory statutory Register of Members that every company incorporated in India must maintain under Section 88(1)(a) of the Companies Act, 2013 and Rule
Stamp Duty on Share Transfer in India: Complete State-wise Guide (2026)
What is Stamp Duty on Share Transfer? Stamp duty on share transfer is a state-level tax payable when ownership of shares changes hands through sale, gift, or other transfer mechanisms
Stamp Duty on Unlisted Share Transfer: State Rates & Payment Guide (2026)
What is the Stamp Duty on Share Transfers in a private company? Stamp duty on unlisted share transfers ranges from 0.10% to 0.50% of transaction value depending on
What happens to Perquisite Tax paid on ESOP exercise if the company shuts down?
You exercised your stock options. You paid lakhs in perquisite tax on paper gains. The shares are now sitting in your name. And then the company shuts down or the
What is Rule 11UA Valuation for Unlisted Shares under Income Tax Rules, 1962?
What is Rule 11UA of Income Tax Act? Rule 11UA is the income tax regulation that determines Fair Market Value (FMV) for unlisted company shares in India. It mandates that
What is Share Purchase Agreement (SPA)? Complete Execution Guide
The Share Purchase Agreement (SPA) is the binding legal contract that transfers ownership of unlisted shares from seller to buyer. Unlike Form SH-4 which is a standardised Companies Act form
What is Form No. SH-4 (Share Transfer Form) Under Companies Act 2013
Form SH-4 is the mandatory share transfer instrument prescribed under Section 56 of the Companies Act, 2013 that must be executed whenever unlisted company shares change ownership through sale, gift,
Can the Board Reject Share Sales in Private Companies?
Boards in private companies can and often do reject share transfers as they have legal power to do so if the Articles of Association grant discretion. In the case of
Can a Company Prevent Employees from Exercising Vested stock options (ESOP)?
No, a company generally cannot prevent employees from exercising vested stock options unless the ESOP scheme or grant letter contains specific, legally valid conditions such as 1. Employment continuation required
How to Declare Unlisted Shares in ITR: Complete Guide for FY 2026-27
Unlisted share transactions must be reported in ITR-2 (for salaried individuals and investors) or ITR-3 (for business owners) using Schedule CG (Capital Gains). Long-term capital gains from unlisted shares held
What are Employee Stock Options (ESOPs)? Complete Guide for Indian Employees and Founders
Employee Stock Options give you the right to buy company shares at a fixed price after vesting. In India, ESOPs are taxed twice: 30% at exercise and 12.5% at sale. Over ₹1 billion was unlocked in 2025, but only 23% of employees understand their grants well enough to maximize value.
What are Founder Secondaries? When & How Much to Liquidate?
The trajectory of a successful Indian startup has extended significantly, with the average time from inception to IPO now spanning 11 to 13 years. As a result, founder liquidity i.