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Can a private limited company own another company?

1. Holding Company–Subsidiary Relationship

  • A private limited company can become a holding company by owning more than 50% of the share capital or controlling the board of another company
  • The owned entity becomes a subsidiary company
  • The relationship must be reported in statutory filings and financial statements

2. Forms of Ownership

  • Full ownership (100% shareholding) results in a wholly-owned subsidiary
  • Partial ownership (more than 50%) gives majority control
  • Even minority investments (less than 50%) are allowed, creating associate companies

3. Purpose and Use Cases

  • Useful for group structuring, investment management, or business diversification
  • Allows a company to expand geographically or operationally while maintaining control
  • Helps manage risk by separating different lines of business

4. Regulatory Compliance

  • The ownership must be disclosed in ROC filings, annual returns, and consolidated financial statements
  • Board resolutions and agreements are required for acquisitions
  • Must comply with FEMA, SEBI, and competition laws if applicable

5. Restrictions and Limitations

  • A private limited company cannot hold shares in another company in its own name if it is acting as a subsidiary of a public company, due to legal restrictions
  • The transaction must not violate sectoral regulations, especially in regulated industries

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