Related Party Transactions (RPT) under Companies Act – Complete Compliance Guide

Bhavik Bhoot

Strategic Tax • GST • Corporate Compliance Advisor

Published: April 2026

Related Party Transactions (RPTs) are among the most scrutinized areas under corporate law, audit and taxation. Improper handling can lead to penalties, disallowances, audit qualifications and even allegations of fraud or diversion of funds.

This guide provides a complete analysis of RPTs under the Companies Act including definitions, approval requirements, disclosures, thresholds, penalties and strategic compliance.

High Scrutiny Area

Auditors & regulators focus heavily

Strict Compliance

Board + Shareholder approvals

Litigation Risk

Penalties + disallowances

1. Meaning of Related Party

CategoryExamples
DirectorsDirector & relatives
EntitiesHolding / Subsidiary
AssociatesJoint ventures

2. Section 188 – Covered Transactions

3. Approval Requirements

LevelRequirement
BoardMandatory
ShareholdersFor thresholds
Audit CommitteeListed companies

4. Threshold Limits

TransactionLimit
Sale of goods10% turnover
Services10% turnover
Lease10% net worth

5. Disclosure Requirements

6. Common Non-Compliance Issues

RPT Compliance Risk Calculator

Penalty Estimator

Internal Links

ROC Filing Guide
Compliance Checklist

Need Help with RPT Compliance?

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Conclusion

RPT compliance is critical for governance and audit. Proper structuring and documentation can significantly reduce litigation risks.

For professional assistance, consult a Corporate Compliance Advisor.

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