50 terms a founder, CA/CS or advocate actually meets — from indemnity and limitation period to Data Fiduciary, ITC, SAFE and stamp duty. Two or three sentences each, with the statute reference and a link to the page on this site that goes deeper.
Last reviewed: 2026-08-20. This glossary is a plain-English aid, not legal advice. It does not create an advocate-client relationship and is no substitute for reading the bare Act as currently amended or taking advice on your own facts. Indian law is fact- and state-specific — stamp duty, registration and several employment obligations vary by state.
Income tax paid in instalments through the year instead of in one sum at filing: 15% by 15 June, 45% by 15 September, 75% by 15 December and 100% by 15 March (s.211 of the Income-tax Act, 1961; now s.408 of the Income-tax Act, 2025 — dates and percentages unchanged). Paying late or short attracts interest under sections 234B and 234C.
A suit for possession of immovable property based on title must be brought within twelve years of the point at which the defendant's possession becomes adverse to the owner (Article 65, Limitation Act, 1963). Sit on the claim longer and the title suit is barred — which is how a long-tolerated occupant ends up keeping the land.
The yearly shareholders' meeting every company other than a One Person Company must hold under s.96(1) of the Companies Act, 2013. It is the anchor date from which several ROC deadlines are counted — ADT-1 within 15 days, AOC-4 within 30, MGT-7 within 60.
The one route to challenge an arbitral award in an Indian court, under s.34 of the Arbitration and Conciliation Act, 1996. The application must be made within three months, extendable by at most thirty further days on sufficient cause 'but not thereafter' — a hard ceiling no court can lift.
On becoming aware of a personal data breach, a Data Fiduciary must notify every affected Data Principal without delay, give the Data Protection Board an immediate description, and follow up with a detailed six-part report within 72 hours (s.8(6), DPDP Act 2023 with Rule 7). There is no risk threshold — every breach is notifiable — and the duty sits alongside, not instead of, the CERT-In six-hour direction. Operative from 13 May 2027.
The offence of a cheque being dishonoured for insufficient funds, under s.138 of the Negotiable Instruments Act, 1881. The deadlines are chained: present the cheque within its validity, send a written demand within thirty days of the return memo, give the drawer fifteen days to pay, then file the complaint — miss a link and the prosecution fails.
The Insolvency and Bankruptcy Code, 2016 process for resolving a defaulting company. A financial creditor can apply to the NCLT under s.7 once default has occurred; an operational creditor uses s.9, available after a s.8 demand notice goes unpaid for ten days. Admission triggers the s.14 moratorium.
The things that must be done or be true before a deal closes — in a priced equity round they sit in the share subscription agreement alongside the subscription mechanics and warranties. In M&A diligence, CPs are extracted from the data room together with indemnity caps as part of the deal-format review.
A court or tribunal accepting a late filing on 'sufficient cause' being shown. Special statutes can cap or exclude it: the Arbitration Act allows at most thirty extra days 'but not thereafter', the IBC's fifteen-day cap produces a hard 45-day outer limit for NCLAT appeals, and the Consumer Protection Act builds its own condonation into s.69(2) with reasons recorded.
A platform registered with the Data Protection Board through which a Data Principal can give, manage and withdraw consent (s.6(9), DPDP Act 2023). Registration requires a company incorporated in India with net worth of at least ₹2 crore, and the platform must be technically unable to read the personal data it brokers. Registration opens 13 November 2026.
The index used to inflate an asset's purchase cost when computing long-term capital gains, from base 100 in FY 2001-02 to 384 in FY 2026-27. The catch: the Finance (No.2) Act, 2024 withdrew indexation for most transfers on or after 23 July 2024, so for most assets sold today the CII is irrelevant.
The DPDP Act, 2023 counterpart of a 'controller' — the entity processing personal data that carries the Act's obligations: notice, consent, security safeguards, breach intimation and erasure. Section 8(1) makes it responsible irrespective of any agreement to the contrary, and s.6(10) puts the burden of proving notice and consent on it.
The DPDP Act's counterpart of the 'data subject' — the individual the personal data is about. From 13 May 2027 she holds rights of access, correction, erasure, grievance and nomination (ss.11-14), with the published grievance response period capped at ninety days.
An entity that processes personal data on behalf of a Data Fiduciary, engageable only under a valid contract (s.8(2), DPDP Act 2023). Unlike GDPR, the Act imposes essentially no direct statutory duty on the processor — the contract is the only instrument that moves risk, which is why a re-badged GDPR Article 28 DPA does not work for India.
The lifetime identification number every company director holds. Every DIN holder — director or not — files Form DIR-3 KYC Web once every third financial year by 30 June (the annual 30-September regime ended 31 March 2026), and any change of mobile, email or address must be intimated within thirty days. Missing the filing deactivates the DIN; reactivation costs ₹5,000.
One of the exit provisions of an Indian shareholders' agreement, alongside ROFR and tag-along: when the majority sells, it can require — 'drag' — the remaining shareholders to sell on the same terms, so a buyer can acquire the whole company. It is the counterweight to the minority's tag-along.
Paying stamp duty digitally: a certificate generated from a central server (Stock Holding Corporation of India or a state portal such as GRAS or Kaveri Online) carrying a unique number verifiable on the issuing portal. Legally equivalent to franking and traditional stamp paper, but faster, harder to forge, and increasingly the default.
The recurring payroll obligations under the Code on Social Security, 2020: monthly provident-fund contributions and ECR filing under s.16 (establishments with 20+ employees) and monthly ESI contributions under s.29, with a half-yearly return of contributions. EPF Scheme 1952 provisions are saved during the transition to the Code.
A plan under which employees are granted options to acquire shares of the company, documented as a plan plus individual grant letters. Indian ESOPs are framed by the Companies Act, 2013 and the Share Capital and Debentures Rules, and the gain at exercise is taxed as a perquisite in the employee's hands.
The 15-character GST registration number: positions 1-2 are the state code (07 = Delhi, 27 = Maharashtra), 3-12 the entity's PAN, 13 the entity number for that PAN within the state, 14 the letter Z, and 15 a checksum. A GSTIN that passes the checksum is well-formed — it does not prove the number belongs to a real, active business.
The two monthly GST filings most businesses live by: GSTR-1, the statement of outward supplies under s.37 of the CGST Act, 2017 (due the 11th of the following month), and GSTR-3B, the summary return under s.39. Late filing attracts late fees under s.47 and interest on unpaid tax under s.50.
HSN (Harmonised System of Nomenclature) is the global 6-digit classification for goods, which India extends to 8 digits; SAC (Services Accounting Code) is India's classification for services. Both appear on GST invoices and GSTR-1 returns, and the code maps to the GST rate slab — mistake the code, mistake the rate.
A promise to save the other party from loss caused by the promisor's conduct or by any other person — the contract of indemnity defined in s.124 of the Indian Contract Act, 1872. In deals, the whole indemnity architecture of caps and carve-outs is built on it, and a contingent liability buried in an indemnity clause eventually surfaces in the accounts under s.129 of the Companies Act.
The GST you paid on purchases, credited against the GST you owe on sales. Section 16 of the CGST Act, 2017 sets four conditions — tax invoice in hand, goods or services received, tax paid by the supplier, and the return furnished — all four, or no credit. Section 17(5) then blocks credit on motor vehicles (with exceptions), food and beverages, club memberships and the rest of the blocked list.
The clause that transfers ownership of work product — code, designs, content, inventions — from the person creating it to the company or client. It is standard in Indian employment and founders' agreements; a plain NDA handles confidentiality only and does not assign IP.
The statutory deadline for bringing a suit, appeal or application, set article by article in the Schedule to the Limitation Act, 1963 — each article states the period, the time from which it begins to run, and (through the Act's machinery) what can reset the clock. Where no named article fits, the residuary articles give three years (Article 113 for suits, Article 137 for applications).
The clause capping what one party can ever owe the other under a contract. The canonical India SaaS position is a cap of twelve months' fees, with carve-outs — exclusions from the cap — for indemnity, confidentiality, IP infringement, DPDP data-protection breach, and gross negligence, wilful misconduct or fraud.
A sum named in the contract as payable on breach. Under s.74 of the Indian Contract Act, 1872 the aggrieved party gets reasonable compensation not exceeding that sum — the named figure is a ceiling, not an entitlement, which is why an eye-watering liquidated-damages number is rarely the win it looks like.
On commencement of CIRP, the NCLT declares a moratorium prohibiting the institution or continuation of suits, transfer of assets and recovery actions against the corporate debtor. It halts even a live suit — the reason a solvent counterparty's insolvency can freeze your litigation mid-stride.
A contract obliging one party (one-way) or both (mutual) to keep shared information confidential, with defined carve-outs, a term and a governing law — in India, resting on the Indian Contract Act, 1872. A standard NDA handles confidentiality, not IP assignment; ownership of work product needs a separate IP assignment clause or agreement.
Section 27 of the Indian Contract Act, 1872 voids every agreement that restrains anyone from exercising a lawful profession, trade or business, save on the sale of goodwill. That is why post-termination non-competes in Indian employment contracts fail — confidentiality, IP assignment and a narrow non-solicit are what remain enforceable.
The narrower promise not to poach the other side's employees or customers for a period — the clause Indian employment agreements use where a post-termination non-compete would be void under s.27 of the Indian Contract Act, 1872. It must be drafted narrowly to survive.
The recurring obligations under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 — including the annual report to the District Officer under ss.21-22. It sits alongside EPF, ESI and salary-TDS among the obligations an Indian employer must diarise every year.
Declaring a deemed profit instead of maintaining full books: under old s.44AD, an eligible small business with turnover up to ₹2 crore (₹3 crore where cash receipts stay within 5%) is taxed on the higher of 6% of banked receipts plus 8% of the rest, or actual profit; s.44ADA covers professionals. From 1 April 2026 all three schemes merge into one table in s.58(2) of the Income-tax Act, 2025.
A contract between a company and its related parties — a term s.2 of the Companies Act, 2013 defines along with subsidiary, holding company and key managerial personnel. Section 188 governs these transactions and the consents they need, and s.184 requires directors to disclose their interest at the first Board meeting and annually.
The package of statements of fact a company or seller makes in a share subscription or acquisition agreement — about accounts, litigation, compliance, assets — which diligence then tests against the data room. When a disclosure schedule turns out to be untrue, s.17 of the Indian Contract Act, 1872 (fraud: a suggestion of fact known to be false, active concealment, or a promise made without intent to perform) is the backstop.
The exception to GST's normal flow: on notified categories of supply, the recipient — not the supplier — pays the tax (s.9(3)-(4) of the CGST Act, 2017). It is how GST reaches purchases from unregistered or specified suppliers.
A transfer restriction in an Indian shareholders' agreement: before a shareholder sells to an outsider, the shares must first be offered to the existing shareholders on the same terms. It sits alongside tag-along and drag-along rights in controlling who can enter the cap table.
An investment contract where money comes in now and converts to shares in a future priced round — the Y-Combinator post-money SAFE, adapted for an Indian private company. Used at pre-seed and seed where founders want speed and a valuation cap without negotiating a full priced round.
The rebate that wipes out tax for small incomes. New regime, FY 2025-26: up to ₹60,000 where total income is ₹12 lakh or less (₹12.75 lakh salaried with the standard deduction), with marginal relief just above the line; old regime: up to ₹12,500 where income is ₹5 lakh or less. From FY 2026-27 the rebate lives in s.156 of the Income-tax Act, 2025, amounts unchanged. Not available against special-rate income such as 112A LTCG.
The agreement among shareholders of an Indian private limited company covering board composition, reserved matters, transfer restrictions — ROFR, tag-along, drag-along — and exit rights. It is where the real balance of power between founders and investors is written down.
A Data Fiduciary the Central Government designates by notification under s.10(1) of the DPDP Act, 2023 — on factors including volume and sensitivity of data and risk to Data Principals, with no numeric threshold anywhere in the Act. Designation adds the Rule 13 package: a twelve-monthly DPIA and audit with significant observations reported to the Board, algorithmic due diligence, the ability to localise specified data, and a DPO who is an individual based in India, responsible to the board of directors.
A private company with paid-up capital of ₹4 crore or less AND turnover of ₹40 crore or less — both limits must hold. Small companies and OPCs file the abridged annual return MGT-7A instead of MGT-7; holding companies, subsidiaries, s.8 companies and companies governed by a special Act can never be small companies, whatever their size.
A court ordering the contract actually performed instead of awarding damages, under s.10 of the Specific Relief Act, 1963. Section 14 lists what will not be enforced this way — contracts compensable in money, dependent on personal qualifications, or requiring continuous supervision — and the suit must be brought within three years (Article 54, Limitation Act).
The state-level tax on instruments — sale deeds, leases, agreements — charged under each state's own stamp schedule, so the duty on the same document differs from state to state. It can be paid by e-stamping, franking or traditional stamp paper, with e-stamping increasingly the default.
The minority shareholder's protection in an Indian shareholders' agreement: if the majority sells its stake, the minority can join — 'tag along' — and sell on the same terms, rather than being left behind with a new controller. The drag-along is its mirror image in the majority's favour.
The mirror of TDS: sellers of specified goods collect tax of 0.1% to 5% from the buyer at the time of sale and deposit it (s.206C of the Income-tax Act, 1961; now s.394 of the Income-tax Act, 2025). The buyer claims the collected amount as credit in their return.
The payer withholds tax at a section-wise rate when making specified payments — salary at the average rate under s.192, contractors under s.194C, professional fees under s.194J, rent under s.194I — then deposits it monthly and files quarterly statements. From 1 April 2026 the section-wise regime folds into the consolidated s.393 tables of the Income-tax Act, 2025.
Use in the course of trade of a mark identical or deceptively similar to a registered trade mark, under s.29 of the Trade Marks Act, 1999. At the registration stage the same comparison works through s.11: a mark cannot be registered where it is identical or similar to an earlier mark for identical or similar goods or services.
The mechanism by which founders and employees earn their equity over time rather than owning it all on day one, with a cliff — an initial period before anything vests at all. Indian founders' agreements pair the equity split with vesting and cliff terms and spell out what happens to unvested shares when a founder leaves; ESOP grants vest the same way.
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This glossary is a plain-English aid, not legal advice. It does not create an advocate-client relationship and is no substitute for reading the bare Act as currently amended or taking advice on your own facts. Indian law is fact- and state-specific — stamp duty, registration and several employment obligations vary by state.