How much does Fund-raising and Capital Structure cost in India 2026?

KAMRIT's published starting price for Fund-raising and Capital Structure is Custom. Pricing is fixed-fee with no hidden charges. Government fees are extra and disclosed separately. The exact fee depends on scope, state, and any add-ons. See the package cards on this page for tiered options.

What documents will KAMRIT need for Fund-raising and Capital Structure?

KAMRIT shares a precise checklist on the kickoff call within one business day of your enquiry. Typical documents include identity and address proof of the directors or principal officer, business address proof, and any service-specific supporting documents.

How long does Fund-raising and Capital Structure take?

Timelines depend on regulator processing. KAMRIT initiates filings within one business day of receiving complete documents and tracks every notification. For most India-based filings the end-to-end timeline is 7 to 21 working days.

Does KAMRIT serve clients outside Delhi and Noida?

Yes. KAMRIT serves clients across India and globally. The team is headquartered at 1372, Kashmere Gate, Delhi 110006 and at 4th Floor, C130, Sector 2, Noida 201301 (Uttar Pradesh), with engagement teams across Mumbai, Bengaluru, Hyderabad, Chennai, and Pune.

Can KAMRIT also handle ongoing compliance after Fund-raising and Capital Structure?

Yes. KAMRIT supports the entire compliance lifecycle. Most clients move to a fixed-fee monthly retainer covering GST, TDS, ROC, payroll, PF, ESI, and FEMA after their initial registration is complete.

Is the pricing all-inclusive?

KAMRIT's professional fee is fixed and transparent. Government statutory fees, stamp duty, and any third-party costs (notarisation, valuation reports, etc.) are extra and disclosed before work starts.

How do I get started with Fund-raising and Capital Structure?

Send your enquiry through our contact form. A senior KAMRIT expert reviews it within one business day and replies with a precise document checklist and a fixed-fee quote.

Fund-raising and Capital Structure in India 2026

Fund-raising and Capital Structure from KAMRIT. Senior expert accountability, transparent fixed-fee pricing, 100% online delivery across India.

You have a business with proven revenue, but growth is stalled because the capital structure is wrong. Perhaps your authorised capital ceiling is blocking a new equity round. Perhaps investors are asking for preference shares and your Articles do not permit them. Perhaps you issued shares at a discount and the ROC has flagged it. Every one of these is a solvable problem, but the wrong solution creates liability under the Companies Act 2013, exposes the company to SEBI scrutiny, and can void the investment entirely. Fund-raising and capital structure advisory is not a clerical filing. It is a legal and financial architecture exercise that determines who controls your company, how much dilution is legal, and whether your next round closes at all. Under the Companies Act 2013, Section 4 governs the Memorandum and share capital, Section 42 regulates private placement, Section 55 addresses redeemable preference shares, Section 62 covers rights issues and employee stock options, and Section 68 handles share buybacks. Every capital event requires a Form PAS-3 filing with the MCA within 30 days of allotment, with compounding fees for delay. KAMRIT Financial Services LLP manages the entire cycle: from capital structure diagnosis and objects clause amendment through to MCA filings, SEBI ICDR compliance for listed entities, RBI FEMA coordination for foreign investment rounds, and post-filing regulatory confirmations. We work alongside your lawyers and merchant bankers to ensure every document is audit-ready before submission.

What is Fund-raising and Capital Structure in India 2026?

Fund-raising and Capital Structure is the set of legal, regulatory, and financial activities through which an Indian company raises equity or debt capital, alters its share capital, or restructures the ownership stack in a manner compliant with the Companies Act 2013, FEMA regulations, and SEBI (Issue of Capital and Disclosure Requirements) Regulations 2018. The primary owning body is the Ministry of Corporate Affairs (MCA) through the Companies Act, with SEBI holding jurisdiction over listed entities and RBI holding jurisdiction over foreign capital flows under FEMA, 1999 and the Consolidated FDI Policy. Capital structure work covers four distinct categories: raising fresh equity through private placement or rights issue (Section 42 and Section 62, Companies Act 2013); altering authorised share capital and amending the Memorandum and Articles (Section 13 and Section 14, Companies Act 2013); issuing preference shares, convertible instruments, or sweat equity (Sections 55 and 55 read with Rule 8 of Companies Act 2013); and buyback of shares or reduction of capital (Sections 68 and 66, Companies Act 2013). Every category requires specific MCA form filings, board and shareholder resolutions, and in many cases, valuation reports from a registered merchant banker. This service applies to private limited companies, public limited companies, limited liability partnerships raising equity, and startups completing angel or VC funding rounds where the capital structure must be formalised before the next investment cycle.

Who needs this

Capital structure and fund-raising services apply to companies at specific stages or transaction types. The following conditions typically trigger the need for this service.

Private limited company with an authorised capital insufficient for the planned equity round, requiring amendment under Section 13 of the Companies Act 2013.
Company raising capital via preferential allotment to a person or group, triggering Section 42 requirements and Form PAS-3 filing within 30 days.
Listed or unlisted company conducting a rights issue under Section 62, requiring a letter of offer and SEBI ICDR compliance if publicly listed.
Company issuing sweat equity shares, requiring compliance with Section 54 and Companies Act 2013 (Share Based Employee Benefits) Rules 2014.
Company undertaking a share buyback under Section 68, requiring board resolution, special resolution, and solvency declaration.
Company with existing preference shareholders seeking redemption or variation of rights under Section 48 of the Companies Act 2013.
Startup or growth-stage company receiving foreign direct investment, requiring RBI reporting via Form FC-GPR or FC-TRS under FEMA 2007.
Company undergoing capital reduction under Section 66, requiring NCLT approval and publication in official gazette.
Company issuing convertible instruments such as optionally fully convertible debentures or Compulsorily Convertible Preference Shares to foreign investors.
LLP raising equity capital through fresh contribution, requiring amendment to the LLP Agreement and filing of Form 3 with the MCA.

Documents required

The document stack for a capital structure or fund-raising transaction is transaction-specific and runs parallel with the legal and valuation workstreams. KAMRIT prepares each document in draft for your authorised signatories.

PAN card and Aadhaar of all proposed allottees and existing directors, for KYC and Form PAS-3 verification.
Proof of address for the company and all allottees, including rent agreement or utility bill not older than two months.
Board resolution in Form DIR-8 format confirming director eligibility and no disqualification under Section 164.
Special resolution passed by shareholders via EGM or postal ballot under Section 114, authorising the capital action.
Memorandum of Association (MOA) with proposed amendment if authorised capital is being increased, filed as Form INC-23.
Articles of Association (AOA) with proposed amendments if share classes or preference terms are being introduced.
Valuation report from a registered merchant banker or chartered accountant under Section 56(2)(X) and Rule 11UA for preferential allotment pricing.
Draft private placement offer letter (Form PAS-4) issued to identified allottees with a minimum 30-day acceptance window under Section 42(2).
Share subscription agreement or share purchase agreement executed between the company and the investor(s).
Form PAS-3 (return of allotment) and Form MGT-14 (filing of resolutions) prepared for MCA e-filing.
RBI filing: Form FC-GPR for FDI in equity, or Form FC-TRS for transfer of shares between resident and non-resident, as applicable.
SEBI filings for listed entities: SEBI ICDR compliance report, pre-filing with stock exchanges, and final outcome filing.

How KAMRIT runs it, step by step

KAMRIT manages the end-to-end capital structure engagement across six defined stages, beginning with a diagnostic consultation and ending with MCA confirmation and compliance certificates.

Capital Needs Assessment and Structure Planning. In the first week, KAMRIT conducts a detailed consultation to map the company's current shareholding, authorised capital, and objects clause against the proposed fund-raising quantum and investor type. We assess whether the capital requirement requires a fresh equity issuance, a rights issue, a preference share tranche, or a convertible instrument. We also determine whether the MOA objects clause permits the proposed business use of funds, as Section 13(1) of the Companies Act 2013 requires ROC approval if it does not. This stage produces a capital structure roadmap with estimated MCA filing fees, timeline, and any pre-filing requirements such as DIN KYC or AOC-4 filings in arrears.
MOA/AOA Amendment if Required. If the authorised capital ceiling is insufficient or the objects clause requires amendment, KAMRIT drafts the special resolution and files Form INC-23 along with Form MGT-14 within 30 days of the resolution. The filing fee for increasing authorised capital is prescribed under the Companies (Registration Offices and Fees) Rules 2014, Schedule I, based on the increase slab. For an increase from ₹1 lakh to ₹5 lakh, the filing fee is approximately ₹7,500; for larger increases the fee scales upward. The MCA typically processes these filings within 5 to 15 working days. This step is sequential and must be completed before any share allotment can be legally registered.
Valuation and Offer Documentation. For any preferential allotment, Section 42 of the Companies Act 2013 and Rule 13 of the Companies (Prospectus and Allotment of Securities) Rules 2014 require the allotment price to be not less than the fair market value determined by a registered merchant banker or a chartered accountant. KAMRIT commissions this valuation and prepares the private placement offer letter (Form PAS-4), which must be sent to all identified persons simultaneously. The offer has a minimum validity of 30 days. This step takes 7 to 14 days and is critical for compliance with Section 56(2)(X) of the Income Tax Act and Section 50CA for listed companies.
Board and Shareholder Approvals. The board meeting passes a resolution approving the allotment and authorising the filing of Form PAS-3. For listed companies, the pricing must comply with SEBI ICDR Regulations 2018, Chapter V, and the Audit Committee must provide its recommendation. For unlisted companies, a special resolution under Section 62(1)(c) is required if the allottees are more than 49 persons. KAMRIT drafts the board resolution, the special resolution (if required), and manages the EGM logistics or postal ballot process. This step takes 5 to 10 working days including director attendance.
MCA Form Filings, PAS-3 and MGT-14. Form PAS-3 (return of allotment) and Form MGT-14 (filing of resolutions and agreements) are filed electronically on the MCA21 portal within 30 days of the allotment date. Late filing attracts a penalty of ₹500 per day under Section 92 of the Companies Act 2013, capped at ₹25,000. KAMRIT prepares both forms with complete details of allottees, share class, number of shares, and nominal value. The ROC processes Form PAS-3 within 1 to 5 working days and issues a filing confirmation. For listed companies, simultaneous intimation to the stock exchange under SEBI (LODR) Regulations 2015 is also completed in this step.
RBI and FEMA Reporting (if Foreign Investment Involved). If the capital is being raised from a foreign investor or an overseas entity holds a stake, RBI reporting is mandatory. For fresh FDI, Form FC-GPR (Foreign Currency, Gross Provisional Return) must be filed within 30 days of the receipt of equity capital, and within 60 days for partial remittance. For secondary sales or transfers, Form FC-TRS is filed within 60 days of the transaction. KAMRIT coordinates with the company's bank (authorised dealer) for the reporting and obtains the acknowledgement. This step is parallel to the MCA filing and takes 5 to 15 working days.

Timeline

The total timeline from kickoff meeting to MCA-confirmed share capital is 4 to 12 weeks, depending on transaction complexity. Stages 1 and 2 are KAMRIT-controlled and typically take 2 to 3 weeks. Stage 3 (valuation and offer documentation) is jointly controlled with the merchant banker and takes 1 to 3 weeks. Stage 4 (shareholder approvals) depends on your board and investor availability and typically takes 1 to 2 weeks. Stage 5 (MCA filings) is regulator-controlled: the MCA processes Form PAS-3 within 1 to 5 working days of submission, though the 30-day statutory window is the outer deadline. Stage 6 (RBI/FEMA reporting) is jointly controlled with the authorised dealer and takes 1 to 3 weeks. For straightforward preferential allotments with no MOA amendment and no foreign investment, a 4 to 6-week end-to-end timeline is realistic. For listed company rights issues requiring SEBI approval, allow 10 to 16 weeks. For capital reduction or NCLT-supervised transactions under Section 66, timelines extend to 6 to 12 months. KAMRIT provides a week-by-week milestone tracker at engagement kickoff so you know exactly which stage is active at any time.

How our pricing compares

KAMRIT Financial Services LLP prices Fund-raising and Capital Structure engagements on a custom-quoted basis, with typical advisory and filing mandates ranging from ₹65,000 to ₹1,50,000 depending on transaction complexity, number of allottees, and whether SEBI or RBI coordination is required. Government filing fees (MCA Form PAS-3 at ₹500 stamp duty, Form MGT-14 at ₹500, Form INC-23 at ₹1,000 to ₹5,000 depending on capital slab) are billed as actuals. IndiaFilings charges ₹25,000 to ₹75,000 for a basic Form PAS-3 and MGT-14 filing package but does not include capital structure advisory or RBI reporting coordination. Vakilsearch charges ₹35,000 to ₹90,000 for similar filings but adds advisory as a paid extra. ClearTax charges ₹40,000 to ₹1,20,000 for companies listed on stock exchanges with SEBI ICDR coordination, and ₹20,000 to ₹60,000 for unlisted private companies. LegalRaasta charges ₹15,000 to ₹50,000 for basic MCA filings but does not include the valuation coordination or FEMA reporting that most foreign investment rounds require. KAMRIT's pricing reflects the bundling of capital structure advisory, MOA/AOA amendment management, MCA e-filing, SEBI compliance for listed entities, and RBI/FEMA reporting into a single engagement with one point of contact. The price is justified by the elimination of cross-firm coordination, the risk mitigation of correctly priced allotments (avoiding Section 50CA and Section 56 scrutiny), and the reduction of compounding fees from late filings.

Common mistakes KAMRIT avoids

First-time fund-raisers and their advisors routinely make errors that delay closings, trigger ROC compounding fees, or expose the company to investor litigation. KAMRIT has seen every one of these in practice.

Filing Form PAS-3 after the 30-day window. The ROC imposes ₹500 per day of delay, and the compounding fee can exceed the original government fee. KAMRIT treats the 30-day clock as a project milestone from day one of the engagement.
Incorrect share pricing for preferential allotments. Section 50CA of the Income Tax Act and SEBI ICDR pricing norms require a valuation report. Issuing shares at a negotiated discount without a formal valuation exposes the company to a show-cause notice from SEBI or the Income Tax Department.
Failing to file Form MGT-14 alongside the special resolution. Many advisors file only PAS-3. Section 117 of the Companies Act 2013 makes the resolution itself legally ineffective until MGT-14 is filed.
Issuing shares before the MOA objects clause permits the use of funds. If the capital is raised for a purpose not authorised by the objects clause, the entire issuance is void under Section 13(1) and investors can demand refund with interest.
Ignoring RBI reporting for foreign investment. Form FC-GPR must be filed within 30 days of receipt of funds. Late filing attracts penalties under FEMA 2007 and can jeopardise the company's future FDI eligibility.
Not obtaining SEBI-compliant pricing for listed company allotments. The minimum price is the average of the weekly high and low of the trading price for 26 weeks or two weeks, whichever is higher, per SEBI ICDR Regulations 2018. Non-compliance can trigger a freeze on the company's securities.
Omitting director DIN KYC updates before filing new allotments. If any director's DIN is flagged for non-compliance with Companies (Appointment and Qualification of Directors) Rules 2014, the entire Form PAS-3 filing will be rejected by the MCA.