21 February, 2026

Director Loan vs Share Capital – Which is Better for Private Limited Companies?

 


💼 Funding Your Private Limited Company? Choose the Right Structure

Promoters often face a strategic decision: introduce funds as Director Loan or Increase Share Capital. Each route has distinct implications on tax efficiency, compliance, ownership, and financial strength.


🔹 Director Loan – Key Advantages

Quick fund infusion – Immediate after Board approval
No dilution of ownership – Promoter control remains intact
Tax benefit – Interest paid is deductible under Income Tax
Flexible repayment – Can be repaid anytime as mutually agreed
Lower initial compliance cost

⚠️ Considerations:
• Annual DPT-3 filing mandatory
TDS on interest required (if interest paid)
• Increases company liabilities


🔹 Share Capital Increase – Key Advantages

Strengthens net worth – Improves financial credibility
No interest burden – Improves cash flow stability
Better for long-term growth
Preferred by banks and investors

⚠️ Considerations:
Higher complianceSH-7, PAS-3, MGT-14 filings
Stamp duty & ROC costs apply
Ownership dilution possible


📊 Strategic Recommendation

Short-term funding → Director Loan is efficient
Long-term growth & funding credibility → Share Capital is ideal
Growth companies often start with loans and convert to equity later


📞 Professional support for Company Funding Structuring, ROC Compliance & Tax Planning

CA Ramakrishna Sanjay
+91 7760252581




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