22 September 2013
My friend is having a sole proprietor business(trading buss.) registered in the name of his mother. Business is not in operation since last 2 years.Now he wants to get it transfer to his name and continue operations. Please suggest the procedure and Legal requirements. Is there an option of transfer through gift deed?
02 August 2025
Hey! Here’s a straightforward answer for your friend’s case about transferring a sole proprietorship business (registered in his mother’s name) to his name:
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### Can a Sole Proprietorship Business Be Transferred?
A sole proprietorship is not a separate legal entity from the owner, so **technically, the business cannot be "transferred"** like a company share. Instead, what happens is the **transfer of assets, goodwill, licenses, registrations, and liabilities** related to the business from one person to another.
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### Procedure to Transfer Business from Mother to Son
1. **Execute a Deed of Assignment / Gift Deed**
* Since the business is currently in the mother’s name, she can transfer it to her son by executing a **Gift Deed** (or an Assignment Deed if consideration is involved). * This document transfers ownership of the business assets, goodwill, stock, licenses, etc. to the son.
2. **Update Registrations and Licenses**
* If the business was registered for GST, VAT, or other licenses, the son will need to either:
* Get a fresh registration in his own name, or * Apply for transfer of existing registrations (where allowed). * Inform local authorities (shops & establishment, municipal licenses) about change in ownership.
3. **Inform Income Tax Department**
* The son should file a **new PAN** if he does not have one or continue with his existing PAN. * Income tax records will be in the name of the new proprietor going forward.
4. **Bank Accounts**
* The son needs to open a new bank account in his name for business transactions or update the existing accounts if possible.
5. **Other Practical Steps**
* Notify suppliers and customers about the change of ownership. * Transfer or reissue contracts in son’s name.
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### Legal Requirements
* **No formal government approval is needed** to transfer a sole proprietorship itself, but all assets and registrations must be properly documented and updated. * The Gift Deed or Assignment Deed should be **stamped and notarized** as per local laws.
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### Summary: Can the transfer be done through Gift Deed?
**Yes, the transfer of sole proprietorship business assets and goodwill from mother to son can be done by a Gift Deed.** This is common and legally valid.
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