Services
Legal Opinion Under Corporate Laws
Based on facts of case provided to us & analysis of relevant legal provisions, we provide research-based legal opinion of critical provisions of Companies Act, Foreign Exchange Laws, Securities Laws.
Services Under Company Law
1. Transaction Specific Services
- Advisory & consultation in declaration of dividend (interim dividend or final dividend)
- Consulting & advisory under Corporate Secretarial Responsibility (under section 135 of the Companies Act)
- Consultation, advisory and compliance services for related party transactions, maintaining records and requisite disclosures,
- Consultation, advisory services on remuneration to directors of public companies (listed or unlisted companies), calculation of profits in accordance with Companies Act, 2013.
2. Corporate Compliance Service
- Assistance and support for ensuring quarterly and annual compliances for the companies under Company Law.
- Conducting Secretarial Audit under Companies Act for certain class of companies,
- Reviewing and providing services for creating Corporate Governance environment for certain unlisted public companies and start-up companies
- Preparation and review of corporate secretarial documents under the Companies Act, 2013 (which includes preparation of notices, agenda, minutes of board meetings, Committees, annual general meeting, extra-ordinary general meeting, etc.)
- Providing advisory services and certificates / reports under Companies Act
3. Business set-up services
- Guidance & consultation in selecting the type of business organisation for starting the venture.
- Setting-up of companies, which includes private companies, public companies, not for profit companies (section 8 companies).
- Setting-up of one person companies, subsidiary companies, joint-venture companies and registration of start-up (if required).
4. Issue Of Securities
- Assistance, support and preparation/review of corporate secretarial documents under the Companies Act, 2013 for:
- Issue of securities under rights issue, preferential allotment, private placement.
- Issue of shares and stocks to employees (employee stock options, sweat equity, etc.)
- Raising of money by deposits or debentures
- Dematerialization / Rematerialization of securities
- Drafting / reviewing relevant agreements between company and stakeholders for issue of securities
- Review of Memorandum and Articles of Association of the company and assistance in amendment thereof (specifically for joint venture companies, companies seeking investments from Venture Capital Funds/Private Equity)
5. Annual Corporate Law Compliances
- Assistance, support and preparation/review of board’s report, documents relating to shareholders meeting, filing financial statements with the Registrar of Companies (on Ministry of Corporate Affairs portal),
- Preparation and assistance in filing Annual Returns with the Registrar of Companies (on Ministry of Corporate Affairs portal),
- Services relating to certification and filing of Annual Returns under the Company Law with the Registrar of Companies (on Ministry of Corporate Affairs portal),
- Corporate Secretarial Compliance Certificate for companies under Companies Act (on voluntary basis)
- Filing and reporting of annual compliances to Registrar of Companies (on Ministry of Corporate Affairs portal)
- Filing and reporting of event-based compliances to Registrar of Companies (on Ministry of Corporate Affairs portal)
6. Assistance In Conducting Meetings For Companies
- Assistance and guidance in calling & conducting board meetings (in-person, video conferencing, or hybrid),
- Assistance and guidance in calling & conducting shareholders meetings (in-person, video conferencing, or hybrid),
- Providing the services of Scrutinizer for resolutions through postal ballot under the Companies Act,
7. Corporate Law Compliances For Directors, KMP & Auditors
- Preparation and review of corporate secretarial documents, appointment letters, engagement letters, agreements under the Companies Act, 2013 for appointment or any changes (resignation, disqualification, etc.) of:
- Auditors (Secretarial Auditors, Statutory Auditors, Internal Auditors, Cost Auditors, etc.)
- Directors (Managing Director, Whole-Time Director, Independent Director, Non-Executive Directors),
- Key Managerial Personnel (Company Secretary, Chief Finance Officer, Chief Executive Officers, etc.),
- Obtaining Director Identification Number (DIN) and Digital Signature Certificate (DSC, including income tax – PAN encrypted) for directors and employees of the companies
8. Corporate Secretarial Records & Compliances
- Preparation and review of Corporate Secretarial Registers (‘Statutory Registers’) under the Companies Act, 2013 and Rules made thereunder.
- Consulting, Advisory and compliance of re-organisation of share capital and preparation of share certificates
- Review of Memorandum and Articles of Association of the company and assistance in amendment thereof (specifically for joint venture companies, companies seeking investments from Venture Capital Funds/Private Equity)
- Preparation, certification and filling of various e-forms under the Companies Act.
9. Representation Services
- Filing application to the Government (Ministry of Corporate Affairs, Regional Director, Registrar of Companies) or Tribunal / Appellate Tribunal (NCLT / NCLAT) for certain provisions of the Companies Act (including representation services)
- Representation services before regulatory authorities for adjudication of penalties under Company Law.
Corporate Restructuring Activities
- Consultation and advisory services in merger, demerger, amalgamation of entities.
- Conducting legal due diligence of entities involved in corporate restructuring activities.
- Conversion of public company into private company or vice-versa
- Conversion of private company into LLP or vice-versa
- Conversion of public company into LLP or vice-versa
- Assistance and support in financial and human resource due diligence of entities
- Drafting or reviewing scheme of arrangement.
- Exploring corporate restructuring activities like buy-back of securities vis-à-vis capital reduction.
- Drafting or reviewing takeover agreement or business takeover agreement.
- Consultation and advisory services in liquidation companies
- Drafting and vetting of joint-venture agreements, share subscription agreement, commercial agreements, etc.
- Application for strike-off the name of company
- Voluntary winding-up of companies
Services Under Foreign Exchange Laws (FEMA)
- Inbound and Outbound Investments under foreign exchange laws – advisory and compliance services,
- Assisting foreign investor in determining investment strategy
- Due-diligence of suitable joint-venture partner (in India or abroad)
- Consultation, advisory and compliance services under foreign exchange laws for setting-up subsidiary company / joint venture company in India,
- Study of India’s Foreign Direct Investment Policy in relation to the proposed investment in India,
- Consultation, advisory and compliance services under foreign exchange laws for setting-up of opening of liaison office, project office and branch offices in India,
- Drafting and vetting of foreign collaboration agreement or joint venture agreement,
- Co-ordinating with Reserve Bank of India / Government (through Foreign Investment Facilitation Portal) and obtaining Government approval,
- Consultation, advisory and compliance services under foreign exchange laws for raising of funds through External Commercial Borrowings (ECB),
- Obtaining various permissions from RBI under FEMA,
- Representation services for compounding of offences under foreign exchange laws.
- Advice and legal opinions under foreign exchange laws
- Audit under foreign exchange laws – review of documents, compliances of records maintained,
- Advisory and consultancy services for current and capital account transactions under FEMA.
Services Under Securities Laws
- Consulting, advisory and compliance services under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
- Consulting, advisory and compliance services under SEBI (Prohibition of Insider Trading) Regulations, 2015
- Representation services before SEBI and Securities Appellate Tribunal (SAT)
- Compliance Audits, Internal Audits, Review of corporate governance framework of the listed entity
- Training services for creating awareness about securities laws and its implications
- Drafting and review of policies to be maintained by listed entities under SEBI Regulations
- Assisting an unlisted public company in ensuring compliance of SEBI Regulations (post-listing).
Services Under LLP Laws
- Guidance & consultation in selecting the type of business organisation for starting the business venture.
- Incorporating of Limited Liability Partnership (LLP).
- Assistance and support for ensuring annual compliances under LLP Law.
- Assistance and support in re-constitution of LLP (changes in Partners / Designated Partners)
- Assistance and support in preparing and executing joint venture agreements, partnership agreements, etc.
- Consultation and advisory services for LLP from time to time.
- Obtaining Director Identification Number (DIN) and Digital Signature Certificate (DSC, including income tax – PAN encrypted) for designated partners
- Review of LLP Agreement and assistance in amendment thereof (specifically for joint venture purposes or LLPs seeking investments from Venture Capital Funds/Private Equity).