Company Formation in India

image7

Private Limited Company

Private Limited Company is the most prevalent and popular type of corporate legal entity in India. Private limited company registration is governed by the Companies Act, 2013 and the Companies Incorporation Rules, 2014.   

To register a private limited company, a minimum of two shareholders and two directors are required. A natural person can be both a director and shareholder, while a corporate legal entity can only be a shareholder.   

Further, foreign nationals, foreign corporate entities or NRIs are allowed to be Directors and/or Shareholders of a Company with Foreign Direct Investment, making it the preferred choice of entity for foreign promoters. Unique features of a private limited company like limited liability protection to shareholders, ability to raise equity funds, separate legal entity status and perpetual existence make it the most recommended type of business entity for millions of small and medium sized businesses that are family owned or professionally managed.

Public Limited Company

The Companies Act, 2013, under Section 3 (1) (iv) defines a Public Company as follows:   

1. It is not a Private Company   

2. The paid up capital is at a minimum of Rs 5 Lac or higher, as may have been prescribed   

3. Is actually a private company, but is a subsidiary of a public company   

4. Deemed Public Companies that are actually Private Companies. There are certain Private Companies that have been deemed public under section 43 A.

Limited Liability Partnership

Limited Liability Partnership (“LLP”) is a partnership having a separate legal entity and limited liability. It’s basically a hybrid of traditional partnership and a private limited company. With the intent and objective to promote LLPs as a structure for foreign investors, the Indian government has recently permitted FDI in LLPs in a calibrated manner. LLP enjoys tax advantages over a company and is comparatively easier to manage with less compliance levels as compared to a company form of organization.

Wholly Owned Subsidiary

A foreign company, setting up an eligible business activity, may register a wholly owned subsidiary (“WOS”) in India. WOS is a preferred business vehicle for those who wish to have limited liability and prefer to keep total control over the business. A WOS can be set-up as a private limited or a public limited company. Most Small and Medium Enterprise prefer to set up as a Private Limited Company which is a closely held company. We help in opening and incorporating a company in India.

Liaison Office in India

Setting up a liaison or representative office (“LO”) is a common practice for foreign companies seeking to enter the Indian market. The role of such offices is limited to collecting information about the possible market and to providing information about the company and its products to prospective Indian customers. It cannot undertake any commercial activities and must only use remittances received from its parent foreign company to maintain itself. We help in setting up liaison office of Foreign Entities in India.

Joint Venture in India

Joint Venture (JV) refers to the formation of a new company by 2 or more partners who join hands for a common objective. Joint Ventures can be of two types    Unincorporated Joint Ventures – these are typically formed in consortiums when executing projects and the partners are reluctant to incorporate a company   Incorporated Joint Venture – These are more common and as in the case of wholly owned subsidiary (WOS), a JV can be set-up either as a private limited or a public limited company.

Secretarial Services

image8

Mergers and Acquisitions

A merger is an agreement that unites two existing companies into one new company. There are several types of mergers and also several reasons why companies complete mergers. Mergers and acquisitions are commonly done to expand a company’s reach, expand into new segments, or gain market share. All of these are done to please shareholders and create value.

Appointment / Resignation

Compliance towards  Appointment, Re-appointment, Regularization, Resignation, Fixation and Revision of Remuneration, of Directors, MD, Company Secretary, Auditors, Cost Auditors, etc.

ROC Compliance

Every Company is mandatorily required to comply with Registrar of Companies (ROC) by filing various online forms on the website of the  ROC ( Ministry of Corporate Affairs), providing financial and other details of the company periodically. At times, this periodical filing of forms with ROC becomes a pain for Start-Ups and Small to Medium Level companies, as they are not very sure of details to be filed in these forms, selection of forms also becomes big hassle.    

We have the team of experts, having expertise in Company Law Matters assisting many businesses, in their company law matters.

Approvals from Regulatory Authorities

For setting up a company formally in India, one is required to fulfil a slew of formalities. As per an estimate, one would require more than a month to complete all the file work and office work. For foreign firms, it is mandatory to obtain government approval for incorporating in India or forming a joint venture in India. Certain restrictions apply in some sectors. One is advised to seek proper legal advice before setting up a formal business in India.     

For setting up a new venture in India, a number of approvals/clearances are required from different authorities such as FIPB, RBI, Stock exchange, ROC, NCLT, Government Authorities, Pollution Control Board, Chief Inspector of Factories, Electricity Board, Municipal Corporations, etc. Though the government has reduced the legal formalities for starting a business in recent years, a good number of legal requirements are still up there.

Meeting Compliance

According to the Section 173 of the Act all public and private companies need to have. There need to be four board meetings in a calendar year. However, if a company is registered under section 8 of the Companies Act, it has the choice of having a meeting of the Board or the Governing Body at least once in six calendar months vide Notification F. No. 1 /2/2014-CL.I dated 5th June 2015. A One Person Company, small company and dormant company shall have at least one meeting of the Board of Directors in each half of a calendar year.     

According to the provisions of section 96, all public and private companies which come under the provisions of the Companies Act of 2013, shall hold a general meeting of members every year. This shall be referred to as ‘Annual General Meeting’. It shall be compulsory for all companies to have an annual general meeting, once every calendar year.

Other Secretarial Services

Assessment of current compliance status, i.e., statutory compliance status check, M&A, Corporate reorganizations,   

Corporate Compliance maintenance, i.e., drafting and holding minutes of meetings, all necessary filings, maintaining statutory registers and minute books, etc.   

Special events, i.e., constitutional changes, change in management, merger, demerger, liquidation, share transfers, etc.  

Creation, Modification and Satisfaction of Charges.

Accounts & Taxation

image9

Goods and Service Tax

The Goods and Service Tax (GST) has been a biggest game changing reform in India's Indirect Tax Structure which has rightly attracted the heightened interest from all the stakeholders. From July 1, 2017 onwards, GST had replaced India’s current complex Central and State indirect tax structure to create a common market with a seamless indirect tax regime.  

Goods and Service Tax is one indirect tax for the whole nation on the supply of goods and services, right from the manufacturer to the consumer. As GST will affect every part of the business of industry from Cash Flows, Financial Reporting, Tax Accounting & reporting, profitability, pricing, supply chain, ERP, contracts redesigning, IT, marketing etc.  

We provide our clients to take the best out of GST and timely filing of all GST returns.

Accounting & Book Keeping Services

In a new or an existing setup, the expense of maintaining a fully-fledged accounts department becomes an expensive affair and lack of inefficient and ineffective department may pose a considerable risk to the growing business. Therefore, integration of accounting and reporting into the finance function has become vital to reduce risks and meet the regulatory requirements.  Our accounting and bookkeeping services are designed to ensure the smooth execution of day-to-day back office accounting needs of our clients.   

We facilitate the accounting support required during mergers and acquisitions, preparation of pro forma financial statements for spin-off transactions, etc.

Taxation of Expatriates

Our Expat Tax Services help the companies who are seconding or deputing expats and the expats themselves in complying with the complex tax and regulatory issues surrounding any expatriate assignment. With the huge influx of Foreign Direct Investment in India there has also been increase in demand of specialized skills of mobile employees known as ‘expatriate’ in India.

Transfer Pricing

Increased number of intercompany transactions has made transfer pricing a leading risk management issue for global businesses.   The litigation in India on account of this is humongous.   

We aim to facilitate companies by providing practical transfer pricing solutions that are aligned to their global business and objectives and also provide controversy management.

Taxation of SEZ / EOU

Transactions, Invoicing, Tax benefits, etc under SEZ or EOU units are much different compared to taxation in India.  

SEZ or EOU units are established to take tax benefits on Imports of materials from India and Abroad. This units are mainly set-up for exports performance. DTA Sales to India from such units will be under tax regime at customs.

Other Tax Compliance

We aim to facilitate companies in regards to Invoicing, Central GST, State GST, Integrated GST, TDS, TCS, HSN codes classification, etc.

EPFO Services

image10

Establishment Registration

It is mandatory to own a EPF account if you are in job and draws a salary of up to Rs.15,000 per month.  

Provident Fund number is allotted to organization with establishment code.  

Organizations having 10 employees will be considered eligible for EPF contribution

Allotment of UAN

New employee is allotted with UAN number in which the employee's Provident Fund and Pension amount is deposited. If employee is already having UAN number then that UAN needs to added to PF number of the Organization.

Changes in EPFO database

We offer all services related to change or ratification of employee's Name, Date of Birth, Date of Joining, Updating KYC, Activation of UAN, etc.

Full or Part Withdrawal

Withdrawal facility is available to employee after 2 months of leaving the job. Part withdrawal is done by employee for payment of Home loans, Self or dependant marriage, Hospitalization expenses, etc.

Filing Monthly Return

ECR is filed on monthly basis depending upon employees salary and working days. 12% is deducted from basic pay to employees PF account as employee's contribution. Employer contributes his share of 12%, where 8.33% will go to Pension account subject to maximum of Rs 1250, and remaining to PF account of that employee.

Claim Settlement

We serve the best service in settling the claim of any employee. Grievance redressal mechanism is sought if the claims are pending towards PF authority.

Payroll Services

image11

Payroll Outsourcing

Payroll is not just about paying your people. It requires lot of back and forth computation of salary, complying with all the statutory requirements and obligations and moreover managing people in your database.    

Our team can help in vast reduction of your time, effort and money spent on payroll administration by providing you with their customised payroll processing services specially curated to match with your business needs.

Payroll Services Include

Assistance in HR policies & procedures   

Maintenance of Employee Records   

Preparation of payroll, direct deposit, quarterly tax reports and tax liability deposits   

Payroll tax compliance services

Minimum Wage Pay

Minimum Wage Pay as per Central and State Regulations. Minimum Wage Pay is based on industry type and skills of manpower.

Trademark

image12

Trademark Registration

Trademark is any unique expression identified to a service or product that resolves it from others. It may be a slogan, graphic, word, colour combination, photograph, sound or even smell. Most of the businesses are looking only for a logo registration or brand name registration.

Essential Requirements

A trademark is visual symbol and it is applied in relation to any goods or services to show some kind of trade connection between the goods or services and the person using the mark.

Functions in Modern Business

(1) To identify one sellers goods and distinguish them from goods sold by others.     

(2) To refer that all goods bearing the trademark come from or controlled by a single albeit anonymous source.     

(3) To refer that all goods bearing the trademark are of an equal level of quality.    

(4) As a prime instrument in advertising and selling the goods.     

(5) A symbol representing the goodwill of the business in which it is used. It identifies the goodwill.     

(6) It creates an image to the business in which it is used.