Corporate Law Practice

Incorporation Of A Corporate Entity

We undertake the assignment of incorporation of various entities including but not limited to Private Limited Company, One Person Company, Public Limited Company, Non-Profit making company (i.e. Section 8 Company), Limited Liability partnership, Guarantee Company, NBFC (Non-Banking Financing Companies) Government Company, Limited Liability Partnerships, Unlimited Liability Partnerships, Trust, Etc.

Corporate Compliance Management
All matters under the purview of Company Law, Rules and Regulations including Board of Directors Compliances, Shareholders Compliances, Charge Management, Liquidation, Winding Up, maintenance of records, advisory and other services under the said law.

LLP Services
Registration and management of LLP

1. Drafting of LLP Agreement and filing of LLP agreement with Registrar of LLP.

2. Changes in LLP Agreement in an existing LLP

3. Preparation and filing of Annual return and annual statement accounts with Registrar.

4. Conversion of company into LLP

5. Closure of LLP

Retainership And Updation Services:
We undertake the assignments on retainership basis as well as on case to case basis.

ESOP:
Employees Stock Option Plans, its Administration and implementation.

1. Drafting of ESOP schemes for listed and unlisted companies ensuring compliance with applicable laws.

2. Valuation of options as required by SEBI Guidelines.

Foreign Investment:

• • Consultancy and Compliance Management in relation to Foreign Direct Investment, External Commercial Borrowings, Joint Venture/Wholly Owned Subsidiaries in India and abroad.

  • Consultancy on Foreign Exchange Management related approvals and compliances.

  • Setting up of Business of Foreign Entity in India, including, setting up of Branch Office, Liaison Office etc.

  • Obtaining of prior approvals in case of ECB and advising thereof for compliance under FEMA,

    rules and regulations.

  • Obtaining approvals from the foreign Investment and promotion Board (FIPB)

Secretarial Audit And Other Corporate Law Services

1. Secretarial Audit and Corporate Governance Certification.

2. Conversion of Public Limited company into private limited company and vice versa.

3. Conversion of Partnership and LLP into company and vice versa.

4. Conversion of financial data to XBRL mode and filing of the same with MCA.

Legal Management Services:

1. Opinion on corporate law matters.

2. Drafting/Vetting of Legal and Commercial Contracts, Agreements, Notices, Undertakings, declarations and legal documentations.

3. Legal, Financial and Managerial Due Diligence.

4. Preparation of Transaction Documentation, Analysis, Negotiation and Settling of Terms in respect of various transactions including Property Deals.

5. Preparation, Scrutiny and negotiating terms contained in Shareholders & Share Subscription Agreements.

6. Opinion on intellectual property related matters.

7. Regulatory compliance and statutory filings with FDI, FIPB, RBI, TMR and related issues.

8. Liaisoning with regulatory authorities on legal issues.

9. Litigation services such as preparation of briefs, co-ordination on counsel engagement and drafting and vetting of pleadings, legal research on issues and best assistance and follow-ups.

10. Advisory services on Contract management/administration and control, contract warehousing

    and progress monitoring.

11. Liaison and interaction with Company Advocates, Solicitors and Legal Consultants.

12. Representation before the NCLT on various matters under the Companies Act.

Due Diligence Services:

We carry out an in-depth study of the background and financial feasibility and corporate integrity of the prospective partners and provide the following services:

1. Due diligence of the companies for entering into major strategic transactions like take over, merger and amalgamation including diligence under companies act as well as other laws applicable to particular entity.

2. Report of Search & status of any company by referring the documents/forms filed with the Registrar of Companies which will be helpful to the financial institutions for the purpose of loan facility.

Corporate Restructuring:

The restructuring means re-organizing the structure of the Company including legal, ownership, operational and other structures. The purpose behind it may vary from making it more profitable to being better organized for its present needs or avoiding competition.

We provide advice for formulation of the best strategy profitable to the stakeholders and undertake all the activities for execution of the strategy and focus in following areas of corporate restructuring:

1. Merger, De-Merger, Reverse Merger

2. Amalgamation, Arrangements

3. Takeover, Acquisitions

4. Buy back of shares

5. Sweat Equity Issue

6. Reduction / consolidation / conversion / subdivision / classification of capital

Representation/Liaisoning With Regulatory Authorities:

We represent our clients before the following authorities

1. Securities & Exchange Board of India (SEBI)

2. Regional director

3. Official Liquidator

4. Registrar of companies

5. Reserve Bank of India

6. Company Law Board

7. Stock Exchanges

8. Department of Income Tax

9. Department of Central Excise & Customs

10. Department of Director General of Foreign Trade

11. Special Economic Zones

12. Electronic Hardware Technology Park

13. Software Technology Park of India

STPI/EOU & Customs Bonding:

1. Registration & custom bonding of STPI units: We take up the assignment of setting up a STPI Units including registration and bonding

2. Registration & custom bonding of EOU units: We take up the assignment of setting up a STPI Units including registration and bonding

Statutory Compliance and Filings

We extend our assistance in filing of all statutory forms as applicable to the companies for compliance with the statute.

1. Post Company Registration Compliance

Nowadays a company may be incorporated on a Communication Address also. In other words, if you have not intimated the registered address, do it within 30 days of incorporation by filing a Form INC -22.

Every subscriber to the MOA (Promoter Shareholder) must remit their part of paid-up capital to the Company Bank Account. Then file Form INC-20A as a declaration for Commencement of Business.

The Share Certificate to the subscribers of the MOA needs to be issued within 60 days of incorporation and stamp duty of appropriate value must be paid to the concerned state government.

The Directors of the Company must appoint the Statutory Auditor within 30 Days of the Incorporation, failing which the auditor must be appointed by the shareholders in an EGM within 90 Days.

1. Assistance in compliance of the following statutory laws which are in force:

   1. Filing of INC 20A: The MCA has notified the new provision on 26th January 2019 which shall have retrospective effect to all companies incorporated on or after 2nd November 2018. Before the declaration in Form INC-20A is filed by the company; the entire subscribed share capital as shown in the MOA of the company must be deposited in the bank account of the newly registered company. Only after approval of the INC-20A a company can commence its business activity, what so ever. The maximum time prescribed for filing of INC-20A is 180 days from the date of incorporation of the company.

   2. Annual Returns: Annual financial statement report of the company is required to be filed with the ROC within 30 days of the AGM. The Balance Sheet, Profit and Loss Account and Auditors Report are filed in form AOC-4 with prescribed ROC Filing Fee. Within 60 days of the AGM, the company’s annual return filed in Form MGT-7. This is an annual report to the ROC about overall corporate standing of the company with details of changes of directors and shareholding details.

   3. Filing of Statutory forms for change in the name of the company

   4. Filing of Statutory forms for change in the objects of the company

   5. Filing of Statutory forms for change in the Registered Office of the company

   6. Filing of Statutory forms for change in the office of the directors of the company

   7. Filing of Statutory forms for change increase in the share capital of the company and change in the shareholding pattern of the company.

   8. Filing of other statutory form like DPT-3, DIR 3 KYC, MSME Return for the company etc.,