If you are a startup founder and you want to start a business, the first thing that you probably need is funding to run your business. The very first round that happens is the angel round wherein a few family members join in to give your business a boost. Angel investors back companies with strong growth potential and profitability, purchasing stakes at higher valuations.

But every funding round comes with its own set of tax regulations and one such tax is the Angel tax that comes in the most initial round. In this blog, let's understand the angel tax in depth:

Understanding Angel Tax

Angel tax refers to the income tax imposed on funds raised by unlisted companies from angel investors. When companies secure funding above their fair market value, the surplus is categorised as "Income from Other Sources" and taxed accordingly.

As per the Union Budget 2024, angel tax will no longer apply starting from FY 2025-26. This was done to boost India’s start-up ecosystem by encouraging investments in businesses and start-ups.

Angel Tax Rates

Previously, angel tax was levied at an effective rate of 30.9%, which included a 30% tax rate and an additional 3% cess under Section 56(2)(vii)(b) of the Income Tax Act. Fortunately, this rate will cease to apply from FY 2025-26.

Imagine a start-up receiving an investment of Rs 50 crore by issuing 1 lakh shares to an Indian investor at Rs 5,000 per share. However, the FMV of these shares is Rs 2,000 each, making the total FMV of the shares Rs 20 crore.

The start-up would then need to pay angel tax on the excess amount of Rs 30 crore (Rs 50 crore - Rs 20 crore). With an effective tax rate of 30.9%, the tax liability would amount to Rs 9.27 crore on this transaction.

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Tax Exemption Benefits Under DPIIT (Department for Promotion of Industry and Internal Trade)

Start-ups registered with the Department for Promotion of Industry and Internal Trade (DPIIT) became exempt from angel tax, provided they fulfilled specific criteria.

To qualify for DPIIT registration, a start-up must submit an application and supporting documents to the Central Board of Direct Taxes (CBDT). Upon approval, certain startups can get exemption from angel tax.

These requirements must be met for exemption eligibility:

• The start-up's total paid-up capital and share premium must not exceed Rs 25 crore after issuing shares.
• The fair market value of the start-up must be determined by a merchant banker, as per Rule 11 UA (2)(b) of the Income Tax Act, 1961.
• Funds raised from venture capital firms, NRIs, and select companies are excluded from angel tax calculations.
• The start-up’s annual turnover must not exceed Rs100 crore in any previous fiscal year.

Tax exemption through other methods

Start-ups meeting specific conditions could qualify for exemptions from angel tax, such as:

• Avoiding investments in assets like jewellery, land, high-cost vehicles, or loans exceeding Rs 10 lakh.
• Valuation certified by a registered merchant banker.
• Paid-up capital not exceeding Rs 25 crore.

Drawbacks of Angel Tax

Here are some key disadvantages associated with angel tax:

• Angel tax applies exclusively to start-ups that receive funding from resident Indian investors.
• Start-ups raising capital from venture capital firms or non-resident investors are not exempt from angel tax.
• This tax negatively impacts start-ups as they have to allocate a huge portion of their funding toward tax payments which reduces the resources available for business growth and operations.

Conclusion

Angel tax was applied to the excess funds raised above a company’s fair market value at an effective rate of 30.9%. However, this tax will be abolished starting FY 2025-26. This  marks a big step towards fostering a favourable environment for start-ups in India.

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