Registration u/s 80G

In order to claim deductions from tax, NGO's are required to get registered under section 80G of the Income Tax Act, 1961. When an NGO gets registered under section 80G then the donors of such an NGO are allowed to reduce the amount of donation made from its total Income and thereby leading to tax exemptions for them.

As per the Income Tax (6th Amendment) Rules 2021 vide notification dated 26th march, 2021 issued by the CBDT, the required documents have been enlisted for getting registration u/s 80G of the Income Tax Act, 1961. According to the latest amendments, the NGO's who are already registered under section 80G are required to re-register under this section to continue enjoying the prescribed tax benefits.

Process of Registration:

• Visit the IT portal https://www.incometaxindiaefiling.gov.in/home
• Filing of Form 10A(Application for Registration) with the Commissioner of Income Tax
• Submission of all the required important documents and attachments along with the form
• The organisations applying for registration or validation under section 80G are compulsorily required to give registration number with Darpan Portal of Niti Aayog.
• If the Commissioner is satisfied , he will grant the certificate or else will ask for more information
• Newly established trusts are to be given provisional registration for three years. Provisional registration is a registration granted to newly established trusts which become due for registration either on commencement of activities or completion of 3 years
• As per the latest amendments, the tenure for re registration will be for a period of 5 years on completion of which there will be renewal.

Documents Required

• Self-certified copy of incorporation document
• Self-certified copy of registration document
• Self-certified copies of the audited annual accounts of the NGO for a period of preceding three financial years.
• Self-certified copies of the certifications previously obtained under section 80G
• If registered on Darpan Portal, then the details of such registration.
• Note of the activities of the NGO

Section 12A

As per section 12A of the Income Tax act, 1961 a trust registered under this section can enjoy the advantage of tax exemptions. Under this section, all charitable trusts (except private or family trusts), societies and section 8 companies are eligible for registration.

Process of Registration

• Visit the IT portal https://www.incometaxindiaefiling.gov.in/home
• Filing of Form 10A (Application for Registration) with the Commissioner of Income Tax
• Submission of all the required important documents and attachments along with the form
• Review of the documents by the Commissioner
• The organisations applying for registration or validation under section 12A are compulsorily required to give registration number with Darpan Portal of Niti Aayog.
• If the Commissioner is satisfied , he will grant the certificate or else will ask for more information
• As per the latest amendments, newly established trusts are to be given provisional registration .
• •As per the latest amendments made from 1st April, 2021, the tenure for re registration will be for a period of 5 years on completion of which there will be renewal.
Document Required
• Self-certified copy of incorporation document
• Self-certified copy of registration document
• In case of already existing entities, copies of annual accounts for three years immediately preceding the financial year
• Note of the activities of the trust
• If registered on Darpan Portal, then the details of such registration.

PAN CARD REGISTRATION / CORRECTION

PAN also known as Permanent Account number can be defined as a unique ten digit alphanumeric number which is issued by the Department of income tax to Indian taxpayers. The Income Tax Department keeps a record of all the tax-related transactions and information of an individual against his PAN . This in turn enables the taxpayer to link al the l tax-related activities with the department. .

Process of Registration:

• Visit the income tax website www.incometax.gov.in
• Click on the option 'Register'.
• Under the taxpayer tab, enter the PAN of the taxpayer and then click on validate.
• Select the option 'yes' and click on 'continue'.
• Fill in the basic details such as first name, last name, middle name, date of birth, gender and residential status and then click on continue
• For validating of the registration process, the user has to then provide the mobile number, e mail id as well as postal address details.
• Then, click on continue and enter the OTP received on the mobile number and e mail id of the registered user..
• After validation of the OTP, necessary changes and corrections can also be made.
• After verification of data is complete, the user must set a secure password and login.
• Click on register to complete the process.

NEW PAN FOR INDIAN CITIZEN ( FORM 49A)

PAN Card Form 49A can be defined as an application under Section 139A of the Income Tax Act, 1961 required for the allotment of Permanent Account Number . This form is meant for use by the Indian citizens, entity which have been incorporated in India as well as unincorporated entities formed in India. Form 49A can be used for the both the purposes: To apply for a new PAN Card

To modify any information which has been submitted previously.

Form 49A contains many details to be filled in by the applicant such as full name of the applicant, gender details, date of birth, details of parents, address and date of birth.

NEW PAN FOR FOREIGN CITIZEN (FORM 49AA)

PAN Card Form 49AA can be defined as an application made under Rule 114 of Income Tax Rules, 1962 for allotment of the Permanent Account Number to foreign citizens. Form 49AA is meant for the use of Individuals who are not citizens of India,or are entities incorporated outside India as well as for unincorporated entities which are formed outside India. Form 49AA also contains many details which are required to be filled in by the applicant such as full name of the applicant, gender details, date of birth, details of parents, address and date of birth. In addition to these, details relating to the KYC (Know Your Customer) of the applicant also needs to be filled by Foreign Institutional Investor or Qualified Foreign Investor as made mandatory under the guidelines issued by the Securities and Exchange Board of India (SEBI).

To modify any information which has been submitted previously.

Form 49A contains many details to be filled in by the applicant such as full name of the applicant, gender details, date of birth, details of parents, address and date of birth.

NEW PAN FOR FOREIGN CITIZEN (FORM 49AA)

PAN Card Form 49AA can be defined as an application made under Rule 114 of Income Tax Rules, 1962 for allotment of the Permanent Account Number to foreign citizens. Form 49AA is meant for the use of Individuals who are not citizens of India,or are entities incorporated outside India as well as for unincorporated entities which are formed outside India.

Form 49AA also contains many details which are required to be filled in by the applicant such as full name of the applicant, gender details, date of birth, details of parents, address and date of birth. In addition to these, details relating to the KYC (Know Your Customer) of the applicant also needs to be filled by Foreign Institutional Investor or Qualified Foreign Investor as made mandatory under the guidelines issued by the Securities and Exchange Board of India (SEBI).

Tin Facilitation Centre: Tax Information network Facilitation Centre also known as TIN Facilitation Centre is a centre where facilities related to the application and issuance of forms related to TDS and PAN Card of an Indian citizen are provided. You can also search for a TIN Facilitation Centre nearby your location online by visiting http://www.protean-tinpan.com/tin-facilities.html . Select the state and union territory and the location from the drop down menu and then click on submit. TIN Facilitation Centres receive applications for allotment of new PAN(Form 49A or Form 49AA) or corrections or changes made to the PAN Card and allotment of new TAN(Form 49B) or corrections or changes made to the TAN Card, receive TDS returns in paper or electronic format from collectors or deductors, receive Annual Information Returns from filers and also receive Form 24G and upload these forms to the TIN Central system.

INCOME TAX LITIGATION SERVICES(FORM 49B)

Income Tax Litigation Service: Income Tax Litigation services are those services that are provided for quick and timely resolution of tax disputes and other related issues. These services include

Acting as a representative on behalf of the client before various entities such as Assessing Officer, Appellate authorities, Tribunal..

Addressing of matters related to benami property , queries from the Income Tax Department, compliance under TDS.

Assistance in GST compliance services, reconciliation of uploaded data with financial system,etc.

Advisory and representation services relating customs, excise, value added tax,etc

Assistance in setting up liaison office , branch office, permanent establishments, EPC structuring.

Providing tax consultancy services

Tax litigation can be a time consuming process due to the complex characteristics of taxation procedures but with the help of income tax litigation services it can be made easier, thus assuring compliance with all the procedures and minimizing any delays in the process.

APPEAL

An appeal can be defined as a legal proceeding and it can be started where any party aggrieved by the decision of the tribunal or lower court files an appeal to the higher court against such decision and in such a manner the case is brought to a higher court for review. Where the party is aggrieved by the decision of the Assessing officer, he may file an appeal against such order to the Commissioner of Income tax. Section 246A defines the orders against which appeal can be made before the Commissioner of Income Tax. The CBDT has also issued a new 35 in relation to the filing of appeal before the Commissioner

TDS RETURN

TDS or Tax deducted at Source is a tax through which a portion of the tax is paid directly to the Department Of Income Tax. This tax is either deducted when the money is credited to the account of the payee or at the time of payment whichever is earlier. After deduction tax, it is also necessary to file a return of TDS with the Income tax department. TDS Return is a quarterly statement and should be submitted on time and it can be done online in an easy manner. The various details to be mentioned in the TDS Return are PAN number of the deductor and the deductee, amount of tax paid, challan information of the TDS and any other information as required. There are different types of TDS Return forms depending on the type of income or deductee such as Form 24Q, 26Q, 27Q and 27EQ.

REFUND:

The refund of tax is the reimbursement of tax made to the taxpayer for excess amount of tax paid by the taxpayer to the State or Federal government. When the amount of advance tax paid is more than the actual liability of the taxpayer he becomes eligible to claim a tax refund. The taxpayer also gets eligible for refund of tax in case he qualifies for refundable tax credit such as premium tax credit or earned income tax credit. Taxpayers can avoid overpaying of taxes by correctly estimating their taxes on quarterly basis with larger accuracy.

INTERNATIONAL TAXATION-INTRODUCTION

International taxation is concerned with the study of direct and indirect taxes of different countries at an international level. It is the ascertainment of tax relating the laws of taxation of different countries and beyond the national level. The taxes on foreign transactions are governed under the regulations of Income Tax Act, 1961 and the provisions relating to the domestic law are used for handling various cross border transactions.

• Income Tax Act, 1961 contains provisions relating to non residents which states that the income of a non resident which is received or deemed to have been received in India by or on behalf of a non resident or is accrued or deemed to have been accrued in India is taxable in India.
• The tax slabs applicable to non residents are same as is applicable to the residents who are below the age of sixty years.
• As per the new rule 37BB as prescribed by the Central Board Of Direct Taxes (CBDT) in the Income Tax Rule1962, form 15CA and form 15CB are required to be filed in relation to remittances to non resident Indians.
• As per the transfer pricing regulations, the transaction taking place between two unrelated parties would be deemed to be considered as an international transaction between associated enterprises and taken into consideration for taxation purposes.
• To provide relief to taxpayers Double Taxation Avoidance agreement has been put in place for resolving the issues of taxability of income so as to provide improved transparency of operations.

As per the provisions of the Income tax Act, 1961 it applies to the individuals earning income outside the home country who are non -residents.

• a.When you are in India for a minimum of 6 months for the financial year.
• b.When you have been in India for 2 months for the previous financial year and have lived for one whole year(365 days) in the last four financial years
• Any individual or business whether resident or non-resident is required to file an Income Tax return in India if the income exceeds the prescribed minimum as per the tax slab rates.
• As per the provisions of section 234B and 234C, if the tax liability of an NRI exceeds 10,000 he/she must pay advance tax the failure to pay which leads to payment of interest on advance tax.
• As per the provisions of section 234B and 234C, if the tax liability of an NRI exceeds 10,000 he/she must pay advance tax the failure to pay which leads to payment of interest on advance tax.
• Under the Double Tax Avoidance Agreement (DTAA) the NRI’s can claim tax relief under the tax credit method or the exemption method.

Double Taxation Avoidance Agreement (DTAA) is an agreement between two or more countries where the taxpayer residing in one country receives his income from another country to eliminate international double taxation. Section 90 and 91 under The Income Tax Act, 1961 contain provision to provide definite relief to taxpayers involved in international transactions. Over 80 countries have signed the DTAA with India.

Advantages:

• DTAA agreement provides for clear cut allocation of taxing rights between the countries contracting under the agreement and thus provides tax certainty to both the businesses and other investors..
• In certain cases, concessional rates of taxes are also allowed by the DTAA.
• Relief from double taxation is provided to the countries under two methods..
• DTAA provides opportunities to investors to opt for low tax regimes to route investments and thereby providing tax relief to them..
• DTAA provides relief to taxpayers so that they can avoid paying taxes in both the source country as well as the residence country..

Documents Required to avail relief under DTAA

Self-attested copy of PAN Card

Self-attested visa copy of Visa and Passport

Copy of PIO (if applicable)

Tax Residency Certificate (TRC)

Self-Declaration cum Indemnity Format

Transfer pricing is covered under the provisions of Section 92A-F and relevant rule 10A-E of the Income tax Rules, 1962. Transfer pricing states that the transaction between related parties should be at a comparable price as if the transaction were occurring between unrelated parties..

• Section 92 deals with computation of income at arm’s length price in case of international transactions..
• Section 92A deals with associated enterprise. An associated enterprise is an enterprise or a person which directly or indirectly participate in the management or control of another enterprise.
• Section 92 B deals with international transaction wherein one of the associated party is a non-resident..
• Section 92C provides for method of calculation of arm’s length price. The methods of calculation are: Comparable Uncontrolled Price Method, Resale price Method, Cost Plus Method, Profit Split Method and Transactional Net Margin Method.
• Section 92E relates to audit under transfer pricing which provides for a report verified and certified by an independent Chartered Accountant in form 32EB on or before 30th November relating to the financial year..
• Transfer of information and tax collection between India and SVG has been approved by the Cabinet.

An expatriate can be an inbound expatriate or an outbound expatriate. Expatriate is a person who is based
in a foreign country and working in India or who may be based in India but working in a foreign country. Under the Income Tax Act, 1961 the incidence of tax depends upon the residential status of the taxpayer as well as the place and time of accrual or receipt of income of the taxpayer.

• All expatriates who have visited India for more than 180 days are required to get Foreign Regional Office registration(FRO) within 14 days of their arrival in India.
• Two forms are provided under the Income Tax Act including Form 30A(No Objection Certificate) and 30B(Undertaking by the employer to bear the future tax liability of the expatriate).
• As per the provisions of the Income Tax Act and the Double Taxation Avoidance Agreement (DTAA) the residential status of the tax payer will be determined.
• As an inbound expatriate is considered to be a resident of both the countries, Tie Breaker Rules will be used to determine the residential status.
• Tax liability in case of expatriates is not borne by the expatriate but by the company to which he/she is sent.
• An expatriate’s salary is calculated as net salary plus tax liability on the salary which has been borne by the company.
• In case of inbound expatriates, the remuneration which has been received by him is assessable under the head ‘Salaries’.
• In case of income received as salary by expatriates working in India, it is liable to be taxed in India as per the provisions of the Income Tax Act, 1961 regarded as income accruing or arising in India.
• The salary is also subject to TDS( Tax deducted at source) irrespective of the place where that income is actually received.
• Where the salary of an expat is received in foreign currency, it should be first converted into Indian currency at the telegraphic transfer buying rate as per section 15 of the Income Tax Act, 1961.

Registration is an important requirement for identification of the taxpayers and thereby ensuring tax compliance in the economy. Without registration, no person can collect any tax from his customers nor he can claim any input tax credit in relation to the tax paid by him. Registration of a business entity under the GST Law implies and mandates obtaining a unique number from the concerned taxation authorities required for the purpose of collecting taxes on behalf of the government and also to avail input tax credit in relation to the taxes paid on his inward supplies..

Type of Registration
• Compulsory Registration
• Voluntary Registration.
• Registration under Composition Scheme.
• No Registration.

Compulsory Registration:

As per Section-24 following categories are required to get registered under GST

• IF you cross above GST Turnover (sales) limit in a financial year.
• Person making any inter-state taxable supply
• Causal taxable persons making taxable supply(Event Organisor)
• Persons who are required to pay taxes under reverse charge
• Persons who are required to pay tax under sec. 9(5) of CGST (i.e. Electronic Commerce Operator)
• Non-resident taxable person making taxable supply
• Persons who are required to deduct tax under Sec 51, whether or not separately registered under this Act
• Persons who make taxable supply of goods or services or both on behalf of other taxable person whether as an agent or otherwise.
• Input Service Distributor, whether or not separately registered under CGST
• Every Ecom operator providing platform to supplier to make supply through it(Amazon, Flipkart, Meesho)

If person cross below mentioned GST turnover Limit in financial year are required to get registered under GST IN CASE OF A SELLER WHO IS ENGAGED EXCLUSIVELY IN THE ‘SUPPLY OF GOODS’

STATE	TURNOVER
Manipur, Mizoram, Nagaland, Tripura	Rs. 10 Lakh
Uttarakhand, Meghalaya, Sikkim, Arunachal Pradesh, Puducherry, Telangana	Rs. 20 Lakh
Rest States of India	Rs. 40 Lakh

IN CASE OF A SELLOR WHO IS ENGAGED IN THE ‘SUPPLY OF SERVICES’ OR SUPPLY OF BOTH ‘GOODS AND SERVICE’

STATE	TURNOVER
Manipur, Mizoram, Nagaland, Tripura	Rs. 10 Lakh
Rest States of India	Rs. 20 Lakh
Rest States of India	Rs. 20 Lakh

Any person engaged in supply of goods and whose turnover in the financial year does not exceeds 40 Lakh exempted from registration.

EXCEPTIONS:

persons who are required to take compulsory registration under the section 24 of the CGST Act, 2017

Persons who are engaged in making supplies of ice cream and other edible ice and tobacco as well as manufactured tobacco substitutes.

IMPORTANT POINT

Turnover will be computed PAN based

The partner and the partnership firm will mandatorily have different PAN Nos. Thus the turnover of partner and the partnership firm will not be aggregated.

The HUF and an individual coparcener of the family mandatorily have different PAN Nos. Hence, turnover of the Karta of a HUF in his individual capacity and the turnover of Karta as a Karta of a HUF will not be aggregated.

Supply of goods, after the completion of a job work, by registered job worker will be treated as supply of goods by the principal as referred to in Sec. 143 of the CGST Act, 2017, and value of such goods will not be included in the total or aggregate turnover of the respective registered job worker. But, it will be included in the turnover of the principal.

PROCEDURE OF GST REGISTRATION ON PORTAL Documents Required

• A PAN card
• Aadhar number for aadhar authentication .
• Proof of business registration (Certificate of Incorporation).
• Proof of appointment of the Authorized Signatory (any one of them).
• i.Letter of Authorisation
• ii.Copy of Resolution passed by BoD/ Managing Committee and Acceptance letter
• Proof of Principal Place of the business (Any One).
• Electricity Bill
• Legal ownership document
• Municipal Khata Copy
• Property Tax Receipt
• Passport size photo of Promoter/Partner
• Address Proof of person Incharge.
• The first page of Pass Book
• Bank Statement
• Cancelled Cheque

GST RETURN FILLING

Under the GST Act, those businesses that have been registered have to file the GST returns on a monthly, quarterly, or annual basis depending on the type of business. In this case, it has been made mandatory to furnish the details of sales or purchases of goods and services as well as about the the tax that is collected and paid.

An individual taxpayer who is filing the GST returns is also required to file 4 forms for filing of the GST returns namely returns for the supplies, returns for purchases made, monthly basis returns and the annual returns.

In India filing of GST Return has been made compulsory for all the entities that have a GST registration notwithstanding the business activity or the sales or profitability during the period of filing of the GST returns. Thus, even a dormant business is required to file a GST Return if it has a valid GST registration.

GST return can be defined as a document that contains the particulars of all the income or the expenses that the taxpayer is required to furnish file with the tax administrative authorities.

Eligibility Criteria

In India, GST Return Filing is to be done by the following

• A person who has a valid GSTIN is required to mandatorily file the GST returns.
• A person whose annual turnover is above twenty lakhs, is require to obtain a GST registration and mandatorily file the GST returns.
• In the cases of the Special states, limit for the annual turnover is ten lakhs.

GST REFUND

GST Refund process is a very technical process. If the taxpayer is eligible for a GST refund after making the necessary GST payments, he will have to file for the reimbursement by filing of Form RFD-01.

Process:

• In order to file a claim for refund, the following procedure must be followed:
• Visit the online GSTN portal and fill in the application form available for claiming of the refund.
• After the electronic filing of the application , you will receive an email or SMS which will contain an acknowledgment number
• The cash and the return ledger will be adjusted accordingly and the "carry- forward input tax credit" will be decreased automatically.
• The application for refund as well as the documents submitted by the taxpayer will be scrutinised by the authorities with a period of day period after the filing of refund application.
• "Unjust enrichment" is a concept that will be properly followed by the authorities for this purpose. If the application does not qualify for the refund, then in that case the refund will be transferred to Consumer Welfare Fund (CWF).
• In case if the refund claimed by the individual is in excess of the predetermined amount of refund, then a pre-audit process will be undertaken before the refund is finally sanctioned.
• The credit of the said amount of refund will be done electronically to the account of the applicant through NEFT, RTGS or ECS.
• Individuals are also allowed to make their applications for the refund at the end of each quarter.
• However, if the amount of refund is below one thousand, then in that case no refund will be provided to the individual.

The GST registration approved under GST can be cancelled for specific reason in any time.

Type of cancellation of GST Registration

• 1.Gst Registration cancellation application filed by Registered Tax payer.
• 2.Gst Registration cancelled by GST department on own motion for specific reason.
• 3.Death of registered person..

1.Gst Registration cancellation application filed by Registered Tax payer:

A person who is registered under any of the existing laws, but is not required to be registered under the GST Act;

Change in the constitution of business leading to a change in PAN

Ceased to be liable to pay tax

Discontinuance of business/Closure of business.

Transfer of business on account or amalgamation , merger, demerger, sale, leased or otherwise

Death of sole proprietor

Procedure of cancellation

A registered taxpayer who wants to cancel the registration has submitted an application electronically in Form GST REG-16 within 30 days of occurrence an event. In such cases GST registration deemed to be suspended from the date of submission of application. The proper officer will after conducting such an enquiry as is considered fit, will cancel the registration. Log in to GST portal >Services>Registration>Application for cancellation of registration.

2.Gst Registration cancelled by GST department on own motion for specific reason:

If proper officer has reason to initiate the cancellation of GST registration he can start the proceeding of cancellation by issuing show cause notice in the FORM GST- REG-17

Reason of cancellation of GST Registration

If the registered taxpayer has fails to file GST return for six continuous periods.

If the taxpayer who is registered under the composition scheme and has not filed the returns for three straight financial years.

An asessee has taken voluntary registration of GST but has not started his business within six months of such registration.

The GST registration is obtained by fraud or willful misstatement.

If a taxpayer fails to pay tax, interest or penalty to the GST department within three months from the date on which such payment becomes due.

A taxpayer supplies goods or services without any invoice or issues any invoice without a supply of goods or services to evade tax or wrongful availing of the input tax credit.

However, before cancellation of GST Registration proper officer should issue a notice in form GST REG-17 with the point below:

Clearly mention the reasons on the basis of which the registration of the GST should be cancelled.

Intimate the taxpayer to submit a reply within period of seven working days from the date of the service of notice in the Form GST REG-17.

The date and timing of personal hearing, if any. If the proper officer satisfied with the reply he may drop the cancellation proceeding and pass an order in form GST-REG-20 but if he is not satisfied with the reply he may pass the cancellation order in FORM GST REG-19 within 30 days from the date of reply to SCN

Procedure of reply of show cause notice Log in to GST portal >Services>Registration>Application for filing clarifications. Click on search to find the appropriate form>provide the reply with all supporting documents, maximum size allowed for upload is 1MB.

Revocation of Cancellation of Registration:

When the registration is cancelled by the proper officer on his own motion, in such a case the registered person, whose registration is cancelled, can file an application for the revocation of cancellation of registration, in the FORM GST REG-21, and submit it to the Proper Officer, within a period of 30 days from the date of service of the cancellation order at the common portal However, if the registration has been cancelled regarding failure to furnish the returns, application for the revocation shall be filed, only after such returns are filed and furnished and any amount due as tax, in respect of such returns has been paid including the amount payable towards any interest, penalty as well as late fee in relation to said returns. IF the proper officer is satisfied that there are sufficient grounds of revocation of cancellation of registration he shall revoke the cancellation registration by passing an order under FORM GST REG-22 within a period of30 days from the date of receipt of such an application and communication of the same with taxpayer. If proper officer is not satisfied proper office will issue a notice in FORM GST REG- 23 and applicant has to furnish the reply within 7 working days from the date of serving the notice in FORM GST REG-24 Upon receipt of the information or clarification in FORM GST REG-24, the Proper Officer shall dispose of the application within a period of 30 days from the date of receipt of such an information or clarification from the applicant. However if the information or clarification provided is satisfactory, then the Proper Officer shall dispose ofthe application as per para (c) above. But In case it is not satisfactory the applicant will be compulsorily given an opportunity of being heard, and after which the Proper Officer after recording the causes in writing may by order in the FORM GST REG- 05, reject such an application for revocation of cancellation of registration and then communicate the same to applicant.

GST Annual Return : The annual return is a assorted return which includes all business transactions corresponding to a particular financial year. It merges the information provided by a taxpayer in monthly / quarterly returns filed during the relevant financial year.

FORM GSTR-9: This particular annual return is to be filed by all the regular taxpayers (which involves taxpayers who have filed regular returns in the FORM GSTR-3B, GSTR-1, etc.)

FORM GSTR-9C: This particular annual return is to be filed by every registered taxpayer whose Aggregate Annual Turnover during the relevant financial year exceeds R 5 Cr. This is a reconciliation statement and is now necessary to be self- certified by the registered person

As per Section 44 of CGST Act 2017, every taxpayer who is registered under GST must file GSTR-9 ,GSTR-9C & GSTR-4.

Except:

• Taxpayers opting composition scheme (They must file GSTR-9A(Notification 74/2018. Currently, the GSTR-9A form has been cancelled with effect from FY 2019-20 after being superceded by revised GSTR-4.).
• Taxpayers opting for the composition scheme (Required to file GSTR-9A)..
• A person paying tax under section-52(TCS Deductor)..
• A Casual Taxable Person.
• Any person paying tax under the section-51(TDS Deductor.
• An input service distributor..

APPLICABILITY OF GSTR-9, GSTR-9C & GSTR-4

GSTR-9- Mandatory to file those taxpayer whose aggregate turnover is more than INR 2 crore in the previous financial year.

GSTR-4- Form GSTR-4 (Annual Return) is required to be filed by composition taxpayer during any part of the financial year even if you have got your registration cancelled during the said financial year. As per Rule 80 of the CGST Rules, 2017- Return for every financial year is required to file the same on or before the 31st December of next financial year.

DETAIL OF FORM-9

In Part-I: Basic detail shall be filed by the registered taxpayer i.e. Financial Year, Legal Name, GSTIN and Trade Name

Part-II: Details of Outward and Inward supplies made during the financial year shall be filby registered taxpayer.

Part-III: Details of ITC for the financial year (ITC available, ITC reversed, ITC Ineligible, Other ITC related information)

Part-IV: Details of tax paid as per declarations made in returns filed during the respective financial year.

Part-V: Information regarding transactions for the relevant financial years per declarations amde in returns of the next respective financial year till the specified period

Supplies / tax declared through the amendments (+) (net of debit notes)
Supplies / tax reduced through the amendments (-) (net of credit notes
Reversal of ITCwhich was availed during the previous financial year
ITC availed for the relevant previous financial year
Differential tax paid owing to the declaration
Part-VI: Demand and Refund Detail, HSN wise summary of both inward & outward supply, late fee payble or paid.

DETAIL OF FORM -9C

• Part-I: Financial Year,GSTIN, Legal Name, Trade Name, Registered taxpayer liable to audit under any Act.
• Part-II: Reconciliation of turnover declared in audited Annual Financial Statement with turnover declared in Annual Return (GSTR-9), basically reconciliation of gross turnover and if there will be difference the reason of difference.
• Part-III: Reconciliation of tax paid, Reconciliation of rate wise liability and amount payable thereon, reason of un-reconcile payment of tax
• Part-IV: Reconciliation of Input Tax Credit (ITC)
• Part-V: Additional liability of taxpayer due to non – reconciliation

Towards the end of the return, the taxpayer is given a choice to pay any additional liability as stated in this form, through the FORM DRC- 03

E way bill is a document which is carried by person who is in charge of the conveyance carrying any consignment of Goods. It’s mandatory to generate E way bill if goods value is more than Fifty Thousand Rupees (either each invoice or in (aggregate of all invoices in a vehicle / Conveyance) . E-way bill is ia bill which is required in all cases where goods – be it inventory, capital goods or inputs – are caught up in movement. There is no differenciation whether the movement is according to a supply arrangement or a change in location of goods within the State itself.

E way bill will be generated in the following cases-

• In relation to a ‘supply’.
• For causes other than a ‘supply’ (for e.g., a return).
• In case of an inward ‘supply’ from unregistered person

As per Section 68 of the CGST Act it has been made compulsory that the Government may make it necessary for the person in charge of a conveyance carrying consignment of goods of value exceeding Rs. 50,000 to bear with him such documents and such devices as may be imposed. As per Rule 138 of the CGST Rules, 2017 it provides for the E-Way Bill mechanism, and in this context it is essential to record that information is to be furnished before the commencement of movement of goods and is to be issued whether the movement is connected to a supply or for any purpose other than supply

Here, Supply means-

Sale- sale of goods and payment made.

Transfer- branch transfers for instance.

Barter/Exchange- where the payment is by goods instead of in money.

In below mentioned 2 cases E way bill needs to be generated mandatorily even if the value of goods is less than Rs. 50,000

Inter-State movement of goods by the Principal to the Job-worker by the Principal/ registered Job-worker

Inter-State Transportation of Handicraft goods by a dealer who is exempted from GST registration

Generation of an E-way bill

Registered Person- It is mandatory to generate E-way bill if the moment of goods of R. 50,000. If the moment of goods is less than of Rs. 50,000 the transporter or the registered person may choose to generate E- way bill.

Unregistered person-Unregistered person also required to generate E-way bill. Incase supply is made by unregistered person to registered person the receiver will have to ensure all the compliance are met.

Transporter- If the supplier has not generated any E way bill the transporter needs to generate E way bill.

E-way bill will be generate on common

Details required generating Waybill-

Invoice/Bill of Supply/Challan which is in relation to the consignment of goods

Transport by road – ID of the Transporter or Vehicle number

Transport by rail, air, or ship –ID of the transporter, Transport document number, and the date mentioned on the document

Part-A of Eway bill- The information regarding supply of taxable goods is to be mentioned in this Part-A

Part-B of Eway bill- The information regarding transporter like vehicle number , vehicle type Transporter ID, Transporter name etc.

Cancellation of E-way Bill

Where an e-Way Bill has been generated under this , but goods are either not transported or are not transported as per the details furnished in the e-Way Bill, then the e-Way Bill may be abandoned or cut off electronically on the common portal, within a period of 24 hours of generation of the e-Way Bill. In Spite of this an e-Way Bill cannot be cut off if it has been verified in transit in a way that agrees with the provisions of Rule 138B of CGST Rules, 2017.

Validity of E-way bill-

Distance within the country	Validity period from the relevant date
Upto 100 km	One day in cases not involving an Over Dimensional Cargo or a multimodal shipment where at least one of the leg involves transport by ship
For every 100 km or part concerned thereafter	One additional day in cases not involving an Over Dimensional Cargo ora multimodal shipment where at least one of the leg involves transport by ship
Up to 20 km	One day in case of an Over Dimensional Cargo or a multimodal shipment where not less than one of the leg involves transport by ship
For every 20 km or part concerned thereafter	One additional day in case of an Over Dimensional Cargo or a multimodal shipment in where not less than one leg involves transport by ship

Note:1- Validity of an E-way bill must be counted from the time from which the e-way bill has been generated and each of the day shall be taken as twenty-four hours.

Note:2- Where, under an exceptional circumstances, the goods cannot be transported within the validity period of the e-way bill, the transporter may generate another e-way bill after updating the details in Part B of FORM GST EWB-01.

Goods Exclude from E-Way Bill Requirement

Liquefied petroleum gas (LPG) furnished to household and customers belonging to non domestic exempted category (NDEC)

Kerosene oil to be sold under PDS

Postal baggage to be transported by Department of Posts

Natural as well as cultured pearls and precious as well as semi-precious stones; precious metals along with metals clad with precious metal

Jewellery, wares of goldsmiths’ and silversmiths’ as well as other articles

Currency

Used personal as well as household effects

Coral, unworked and worked coral

Letter of Undertaking (LUT) is a prescribed form under GST RFD 11. It is a priori requirement for Export available on the common portal of GST. Any registered taxpayer who is into exporting Goods & Service without payment of integrated tax can file Letter of Undertaking (LUT) under Rule-96A, whereby the taxpayer declares that all requirements that have been prescribed under the GST rules while exporting without making the IGST payment.

Except:

Those persons who have been prosecuted for any offence under the CGST Act or the Integrated Goods and Services Tax Act, 2017 or any of the existing laws and the amount of tax that have been evaded in such cases is above Rs 250 lakh.

Validity of LUT

Letter of Undertaking shall be valid for whole financial year (till the end of financial year). GST LUT is required to be submitted by all GST registered goods and services provider exporter

Any registered person can furnish LUT in GST RFD 11 without paying the integrated tax. They can apply for LUT if:

They intend to supply the goods or services to India or overseas or SEZs

Registered under GST

They wish to supply goods without paying the integrated tax on export

Document Required for LUT

Cover letter of LUT- request for acceptance - duly signed by authorized person

Copy of GST registration

KYC of the authorized person/signatory

GST RFD11 form

Copy of the IEC code

Cancelled Cheque

Authorized letter

Date of furnishing

Signature , Date and Place

Two Detail of witnesses (Name, Address and Occupation)

Process of filing LUT

Visit the GST Portal online at www.gst.gov.in.

Make a log in onto the GST Portal using the valid credentials

Click on ‘Services’, the go to ‘User Services’ and Furnish Letter of Undertaking (LUT) command.

Form GST RFD-11 is displayed

Fill the form with 2 witnesses

Submit the form with OTP.

STARTING A BUSINESSS

LLP REGISTATION

LLPs are a different type of corporate entity that combines the advantages of a partnership and a corporation. It became popular after the enactment of Limited Liability Partnership Act 2008. The LLP has a company-like quality in that it can sign contracts and hold property in its own name. The LLP can continue its existence irrespective of the changes in partners. One partner is not liable for the wrongdoing of other partners, which is the most significant effect of an LLP.

Advantages of LLP formation

The cost of LLP incorporation is lower.

It restricts partners' legal obligations.

It functions in accordance with an LLP agreement

4. It offers flexibility without enforcing complex legal and procedural requirements.

Process of Formation

Fill out the Run-LLP form for Name Reservation.

Secondly, obtain class 2 or class 3 DSCs or Digital Signature Certificates.

Submit the Fillip form and the necessary documentation

Submit Form-3 with the LLP agreement fully signed by the designated partner.

Checklist for registering LLP

Minimum two person as partner

No minimum capital requirement

Obtain DPIN ( Designate Partner Identification Number)

At least one person should have Indian Citizenship

Must have a registered office

Apply for name reservation and get approval

File forms with MCA along with required documents

Issue of Certificate of Incorporation by registrar on verification

Required documents

1. Color Photo

2. PAN

3. Aadhar

4. LLP agreement

5. Address Proof ( Bank Statement, Electricity Bill, Telephone Bill, Mobile bill) any one not older than 2 months

6. Proof of Identity (Driving License, Voter ID and Passport)

7. Proof of Company`s Registered Office (Utility bill in the name of owner or Rent Agreement and NOC fromthe owner of
property)

ONE PERSON COMPANY REGISTRATION

Section 2(62) of Companies Act, 2013 states that a company can be formed with one director and one member. In this form of company compliance requirement is less than that of private company. The same person can serve as both the director and a member. One Person Company is a company incorporated by an individual. Before this enforcement by Companies Act, 2013 an individual could not establish a company. Here an individual who may be resident or non-resident Indian can register OPC

Advantages of OPC formation

Easy incorporation as compared to other forms of company

Less compliance

Easy to raise funds with better image and reputation.

Suitable for small business entity

Process of Formation

Obtain class 2 or class 3 digital signature certificate

Apply for Director Identification Number (DIN)

Apply for name reservation and get approval

File forms with MCA along with required documents

Issue of Certificate of Incorporation by registrar on verification

Checklist for registering OPC

Minimum & Maximum One Person

No minimum capital requirement.

DIN for the one person

Digital Signature for one person

Consent From the owner & nominee in Form-3

Proof of Registered Address

NOC from the owner of premises

Required documents

Color Photo

PAN

Aadhar

Address Proof ( Bank Statement, Electricity Bill, Telephone Bill, Mobile bill) any one not older than 2 months

Proof of Identity (Driving License, Voter ID and Passport)

Proof of Company`s Registered Office (Utility bill in the name of owner or Rent Agreement and NOC from the owner of property)

PRIVATE COMPANY REGISTRATION

Meaning of private company is best given in Section 2(68) of Companies Act, 2013. Private company is one of the most common type legal entities in India. Minimum requirement to register a private company is 2 directors and 2 shareholders with one of the director being resident. Shareholders and directors of the company may be the same person. The liability of the shareholders of private company is limited only up to their shareholding, the number of the shareholders is limited to 200.

Advantages of Pvt. Company Formation

No minimum capital requirement

Liability of the members will be limited, the personal assets of members will not be used to pay the debts of the company.

Private company`s shares are easily transferable, as the shares of a company limited by shares are transferable by one shareholder to another person.

Private limited company is separate legal entity in the eye of law, which means company is the only owner of the property which belongs to it not the directors.

Process of Formation

Review all the required document submitted

Obtain digital signature certificate

Apply for name reservation with main objects

Draft objectives of the company

Draft all the required documents like MOA, AOA, declarations & etc

File SPICE+ form for incorporation

Wait for application processing at MCA, once completed, MCA issue Certificate of Incorporation.

Checklist for registering Pvt. Company

Minimum two person

No minimum capital requirement.

DIN for the both the person

Digital Signature for both

Proof of Registered Address

NOC from the owner of premises

Required documents

Color Photo of both the director

PAN of both the director

Aadhar of both the director

Address Proof ( Bank Statement, Electricity Bill, Telephone Bill, Mobile bill) any one not older than 2 months

Proof of Identity (Driving License, Voter ID and Passport)

Proof of Company`s Registered Office (rent agreement between owner and promoter of the company or NOC from the owner of property if promoter is owner)

PUBLIC COMPANY REGISTRATION

In accordance with Section 2(71) of the Companies Act, 2013- “Public company” means a company which

• (a) is not a private company and;
• (b) has a minimum required paid-up share capital. For the purposes of this

Act, a subsidiary company of a company that is not a private company will be regarded to be a public company, even if the subsidiary company maintains its status as a private company in its articles. Public companies are entities those are listed on stock exchange market, either investor can become member of these companies by purchasing share from stock exchange or privately through an Initial Public Offering.

Advantages of Public Company Formation

Shares of Public Limited Company are freely transferable to anyone.

2. Liability of members and directors are limited as they are not exposed to additional liability.

3. A Public Limited Company enjoys the benefit to raise funds through sale of company`s stock. Raising large amount of fund become easy for a company once it become a public company

4. A Public Company is more transparent due to public`s engagement as it has to reveal its information and reports (Accounts and Financial Report) on quarterly and annual basis.

Process of Formation

Review all the required document submitted

Obtain digital signature certificate for all the proposed directors

Apply for name reservation with main objects

Draft objectives of the company

Make all of the necessary documents, like the MOA, AOA, declarations, and so on.

File SPICE+ form for incorporation

Prescribed registration fees are required to be paid.

Wait for application processing at MCA, once completed, MCA issue Certificate of Incorporation.

Checklist for registering Public Company

Minimum shareholder requirement is 7.

Minimum 3 directors are required

No minimum capital requirement.

DIN for the all the proposed directors

Digital Signature for all the directors

Proof of Registered Address

NOC from the owner of premises

Required documents

Color Photo of all the director

PAN of all the director

Aadhar of all the director

Address Proof ( Bank Statement, Electricity Bill, Telephone Bill, Mobile bill) any one not older than 2 months

Proof of Identity (Driving License, Voter ID and Passport)

Proof of Company`s Registered Office (rent agreement between owner and promoter of the company or NOC from the owner of property if promoter is owner)

Memorandum of Association (MOA) and Article of Association (AOA)

NON BANKING FINANCIAL COMPANIES REGISTRATION

Non-Banking Financial Company (NBFC) is the entities which offer acquisition of shares, debentures, securities, bonds, stocks and asset financing, granting of loans and advances and investing in various commercial securities. These entities are registered under Companies Act, 2013 and are regulated by Reserve Bank of India (RBI) Act, 1934. Before starting or operating a non-banking financial institution, a business must obtain a Certificate of Registration (CoR) from the Reserve Bank of India (RBI) in accordance with Section 45-IA of the RBI Act of 1934.

Checklist for registering NBFC Company

1. Certificate of incorporation (COI)
2. Copy of Memorandum of Association (MOA) and Article of Association (AOA)
3. List of directors duly signed
4. Balance sheet and profit and loss account that have been audited, as well as the report of the auditor and the board of directors required (last 3 years or year of existence, whichever is less)
5. Director`s educational qualification details
6. Director`s experience detail in financial services sector
7. Board resolution stating that:
   1. The company has stopped or ceased all NBFC activities and will not resume them until it receives registration from the RBI
   2. the company has not accepted any public deposit, in the past (specify period)/does not hold any public deposit as on the date and will not accept the same again in the future without the Reserve Bank of India's prior approval.
   3. the UIBs in the group in which the director holds a significant stake or has not accepted public deposits in the past, do not hold any public deposits as of the date, and will not accept public deposits in the future
   4. In accordance with RBI guidelines, the company has created a "Fair Practices Code."

NIDHI COMPANY REGISTRATION

A Nidhi Company is a company which is registered under section 406 of Companies Act, 2013 as Public Limited Company, hence they have to abide two sets of rules pertaining to Nidhi Rules 2014 and Public Limited Company as per Companies Act, 2013. In case of Nidhi Company there is no need to seek RBI approval, as RBI has exempted this category of NBFC

A Nidhi Company is a company which belongs to the non-banking financial company (NBFC). A Nidhi Company is a company which is basically incorporated with objective to encouraging the habit of thrift and saving among the member, whereby company receive deposits from its member and can lend money to its member for mutual benefit.

Advantages of Nidhi Company Formation

A Nidhi Company is less risky as it is engaged in providing loans and accepting deposits from its members only.

RBI compliance is limited as it is not mandatory for a Nidhi Company to obtain RBI license to operate.

The operation of Nidhi Company remains uninterrupted even at the death of any member.

Minimum capital requirement to register a Nidhi Company is “Ten Lakh Rupees” only.

The formation of this type of company is simple. There is only requirement of 7 members along with few simple documents to incorporate your company.

Process of Formation

Review all the required document submitted

Obtain digital signature certificate

Apply for name reservation with main objects

Draft objectives of the company

Make all of the necessary documents, like the MOA, AOA, declarations, and so on.

File an application for incorporation

The authority may grant certificate of incorporation which contain CIN (Corporate Identification Number) also.

Checklist for registering Nidhi Company

Minimum paid up capital required to a set up Nidhi Company is Rs.10 Lakh

“Nidhi Limited” should be used as a part of the name of Nidhi Company

Minimum required shareholder is 7 and out those 7 shareholders 3 must be director of the Company

The Nidhi Company must be a public company

The objective of the company must be developing habit of saving in its member

Minimum member of Nidhi Company shall not be less than 200 within one year from the date of its incorporation.

Required documents

Color Photo of all the director

PAN of all the director

Aadhar of all the director

Address Proof ( Bank Statement, Electricity Bill, Telephone Bill, Mobile bill) any one not older than 2 months

Proof of Identity (Driving License, Voter ID and Passport)

Proof of Company`s Registered Office (rent agreement between owner and promoter of the company or NOC from the owner of property if promoter is owner)

Memorandum of Association (MOA) and Article of Association (AOA)

No objection Certificate (if required)

SECTION-8 COMPANY REGISTRATION

Section-8 Company is a company which is registered under Companies Act, 2013 with non-profit motive and with an objective to promote in the field of Commerce, Trade, Art, Science, Sports, Education, Social Welfare, Social Research, Charity, Religion and Protection of Environment and Etc.

In India, an NGO or Non-Profit Organization can be incorporated in the form of Trusts, Societies and Section-8 Companies.

Section-8 Companies were earlier defined under Section-25 of Companies Act, 1956 with more or less same provisions.

Advantages of Section-8 Company Formation

No minimum share capital required

Exemption form stamp duty liability

The liability of the members of this company is limited

Donors of the company can claim deduction under section 80G of the Income Tax Act,1961

Section-8 company do not require add Private Limited or Limited with the end of their name

The objective of this company is purely charitable as they do no aim to generate profit.

Process of Formation

Review all the required document submitted

Obtain digital signature certificate

Apply for name reservation with main objects

Draft objectives of the company

Make all of the necessary documents, like the MOA, AOA, declarations, and so on.

Prepare INC-14 & INC-15 form

Draft projected statement of Asset & Liabilities and Projected Statement of Income and Expenditure.

File an application for incorporation

The authority may grant certificate of incorporation which contain CIN (Corporate Identification Number).

Required documents

Color Photo of all the director

PAN of all the director

Aadhar of all the director

Address Proof ( Bank Statement, Electricity Bill, Telephone Bill, Mobile bill) any one not older than 2 months

Proof of Identity (Driving License, Voter ID and Passport)

Proof of Company`s Registered Office (rent agreement between owner and promoter of the company or NOC from the owner of property if promoter is owner)

Memorandum of Association (MOA) and Article of Association (AOA)

No objection Certificate (if required

Signed INC-14 and INC-15 by each subscriber

Signed projected statement of Asset & Liabilities and Projected Statement of Income and Expenditure.

ANNUAL FILLING

COMPANY ANNUAL FILLING WITH XBRL

The annual filing of companies with XBRL is applicable to every listed company, companies with a paid up capital of Rs. 5 Crore or more, companies with a turnover of Rs.100 Crore or more and companies which are required to construct their financial statements as per the the Companies( Indian Accounting Standards)rule 2015. Every company mentioned above is required to download XBRL software and enter the login details to get it started for its annual filing process. The software should be renewed every year.

Process

The first step is the creation of XBRL instance document

The second step is to go to the MCA and download XBRL validation tool from the portal

Then, use the validation tool to validate the instance document

This step involves performing a pre-scrutiny of the validated instance document through the validation tool

Then attach the document to the Form AOC-4 XBRL

The last step involves submitting the Form AOC-4 XBRL on the MCA portal

COMPANY ANNUAL FILLING

Every company is required to file annual returns with Registrar of companies in order to ensure true, fair and timely disclosure to all the stakeholders and interested parties. An annual return is an estimate of how much an investment has escalated or diminished on average each year, for a specific period of time. As per the Companies Act, 2013 every company is required to file an annual return within 30 days and 60 days respectively from the closure of the annual general meeting. Annual filling for companies can be defined as filing with the Registrar of Companies audited annual financial statements and directors report along with the annual return of the company. The ROC filing of annual accounts is governed under Section 129(3), 137, of The Companies Act, 2013 read with Rule 12 of the Company (Accounts) Rules, 2014 and annual return is governed by Rule 11 of the Companies (Management and Administration) Rules, 2014 and Section 92 of the Companies Act, 2013.

⮚ Form AOC-4 : For filing of financial statement and other documents  (on or after 01.04.2014)

Form AOC4- CFS: For filing of statement containing important particulars of consolidated financial statement of a group (on or after 01.04.2014)

Form AOC4-XBRL: For filing of XBRL document in respect of financial statement and other documents ( on or after 01.04.2014)

Form MGT-7: For filing of Annual Return by Companies having share capital (For FY ending on or after 01.04.2014)

Form MR-3: Listed Companies and Public Companies having paid- up share capital of above Rs.50 Crore or more, OR having turnover of above Rs.250 Crore must file Secreterial Audit Report

DIR 3 KYC FILING

COMPANY ANNUAL FILLING WITH XBRL

Every person who is a already a director or who wishes to become a director of a company should obtain a Director identification number (DIN) by submitting an application in form Dir-3. The directors are also required to submit their KYC details in form DIR 3 every year as per the amendments made by MCA.

Document Required

Details of citizenship

Details of nationality

Aadhar card

Voter Identity card

PAN Card

Proof of residential address

Registered mobile number and email id

Digital signature of the applicant

Certification by a CA, CS or a Cost Accountant.

REGISTERED OFFICE CHANGE

Section 12 of the Companies Act, 2013 makes it mandatory for all companies to have a registered place of business.

The process of change in the registered office of a company may be change of the registered office

Within the local limits of same city:

Issue notice for a board meeting for passing the necessary resolutions

Conduct the Board Meeting and pass the necessary resolutions for change of registered office

File form INC 22 with the ROC within 15 days of the board meeting

Upon receipt of approval, change the name on the necessary documents such as letterheads, banners, etc.

Change from one city to another city within same ROC:

Issue notice for a board meeting for passing the necessary resolutions

Conduct the Board Meeting and pass the necessary resolutions for change of registered office

Issue notice of a general meeting

Conduct the meeting and pass the necessary resolutions

Filing of form MGT 14 with the ROC

Filing of form INC 22 with the ROC within 15 days of the meeting

Upon receipt of approval, change the name on the necessary documents such as letterheads, banners, etc.

From the Jurisdiction of one ROC to another ROC:

Issue notice for a board meeting for passing the necessary resolutions

Conduct the Board Meeting and pass the necessary resolutions for change of registered office

Issue notice of a general meeting

Conduct the meeting and pass the necessary resolutions

Filing of form MGT 14 with the ROC within 30 days of passing the special resolution

Obtain the approval of the creditors

Obtain the approval of the depositors and debenture holders

Filing an intimation to the chief secretary

Filing of form INC 23 with Regional Director

Passing of order by the Regional Director within 15 days from the receipt of application

Filing of form INC 28 with the ROC within 30 days of receipt of certified copy of order.

Filing of form INC 22 with the ROC within 60 days of receiving the certified copy of the order.

Upon receipt of approval, change the name on the necessary documents such as letterheads, banners, etc.

From one state to another state:

Conduct the Board Meeting and pass the necessary resolutions for change of registered office

Issue notice of a general meeting

Conduct the meeting and pass the necessary resolutions

Filing of form MGT 14 with the ROC within 30 days of passing the special resolution

Obtain the approval of the creditors

Obtain the approval of the depositors and debenture holders

Filing an intimation to the chief secretary

Filing of form INC 23 with Regional Director

Filling of form GNL 1 along with application and annexures with the ROC

Passing of order by the Regional Director

Filing of form INC 28 with the ROC within 30 days of receipt of certified copy of order.

Filing of form INC 22 with the ROC within 60 days of receiving the certified copy of the order.

Intimation of change to various parties

Upon receipt of approval, change the name on the necessary documents such as letterheads, banners, etc.

APPOINTMENT OF DIRECTORS

The appointment of directors is governed under Rule 14 of Companies (Appointment and Qualification of directors) Rules 2014. The management of a company is in the hand of its Board of Directors. Any person can be appointed as a director of the company other than those who are disqualified under section 164 of the Companies Act. The rules of the Companies Act, 2013 must be followed for appointment of a person as a director.

Document Required:

Identity Proof (ID proof of the applicant such as voter id card, aadhar card, etc)

Passport Size photograph of the holder

Self-attested Permanent Identity card (PAN) of the applicant

Proof of residence(electricity bill, rent agreement)

Digital Signature Certificate(DSC)

Process of Appointment:

The person to be appointed as a director should have a DIN.If he/she doesn’t have it, then the director must obtain DIN

The company should send a seven days prior notice for the meeting of board of directors. The notice of the meeting should DIR 2, form MBP 1 and DIR 8

The company to conduct a board meeting and pass the necessary resolution for appointment of a director.

After holding of the meeting, appointment of a director can be done by filing of form DIR 12.

RESIGNATION OF DIRECTORS

The resignation of directors is governed under section 168 of the Companies Act, 2013. Any director can resign from the company by giving a written notice to the board of directors. The notice must contain the date on which the resignation will take effect and the reasons of resignation. The resignation can be made by the director either orally or in written.

Process of Resignation

The director must give a notice of resignation to the board of directors.

The director must also sent a letter of resignation to the Registrar of Companies within 30 days from the date of resignation in form DIR 11

The Board must appoint a new director within 2 months from the date of receipt of resignation letter of the director.

INCREASE IN AUTHORISED SHARE CAPITAL

Authorized share capital is defined in section 2 (8) of the Companies Act, 2013. It is the maximum amount of share capital that is authorized by Memorandum of Association of the company. The primary reason for increase in authorized share capital of a company is to expand the share capital so that the company receives more capital for growth and expansion.

Procedure to increase share capital

The first step is to check whether there is provision for increase in authorized share capital in the Articles of association of the company. In case there is no such provision, then the company must first alter the articles of association of the company.

Issue a notice and conduct a board meeting. Obtain approval of the directors for increasing the amount of authorized share capital.

Fix a date and hold an extraordinary general meeting in accordance with section 101 and obtain the approval of shareholders in the form of ordinary resolution to make the required necessary changes to the memorandum of association of the particular company

Filing of form SH 7 with the Registrar of Companies within 30 days of passing the ordinary resolution

Payment of the requisite Government fees and attach the necessary documents such as notice of the extraordinary general meeting, authorized true copy of the ordinary resolution and the changed memorandum of association.

If the Registrar is satisfied that the necessary provisions have been followed, he would approve the filing and the authorized share capital of the company will be increased.

After the increase in authorized share capital of the company, the paid up capital can also be increase by issue of fresh shares.

COMPANY NAME CHANGE

The name of a company can be changed as per the provisions of section 13(2) of the Companies Act, 2013. It states that the name of a company can be changed by passing a special resolution and also with the approval of the central government Provided that:

The company has not defaulted in filing of annual returns or any other document with the registrar.

The company has not made any default in repayment of debentures, deposits or interests.

In case of change of activities by the company not reflected in the name change its name within 6 months from the date of change in activities.

The names freed as a result of change of name by the company shall remain in the database and cannot be taken by any other company for a period of 3 years.

The ROC has been entrusted with powers under section 13(2)

Procedure of Name Change

Issue a notice and conduct a meeting of board of directors to discuss the name change authorizing a director or company secretary for checking the availability of the new name with the MCA.

Issue a notice and call an extraordinary general meeting and pass a special resolution

Under the RUN (reserve unique name) facility of the MCA, the authorized director or company secretary will request for reservation and approval of new name.

If the proposed name is available, the ROC will send an approval.

Once the name is approved by the ROC, the company should conduct an extraordinary general meeting and pass a special resolution in the EGM for changing the name of the company and also making the necessary change in the Memorandum and Articles of association.

Filing of form MGT 14 with the ROC within 30 days of passing the special resolution along with a certified copy of special resolution, notice of EGM, Explanatory Statement, altered memorandum and articles of association.

Filing of form INC 24 with the ROC for taking approval from the central government for change of name of the company.

If the ROC is satisfied, he will issue a new certificate of incorporation.

AMENDMENT IN MOA/AOA (MEMORANDUM AND ARTICLE OF ASSOCIATION)

The Companies Act, 2013 contains the provisions related to alteration in MOA and AOA of the company. Memorandum of Association is a public document and governs the external affairs of the company while the Articles of Association governs the internal affairs of the company.

Alteration in MOA

The items covered under MOA for alteration are

Change in object clause

Shifting of Registered Office

Change in the name of company

Alteration in share capital

Change in the liability of the members of company

Alteration in AOA

The items covered under AOA for alteration are

Conversion of private to public company

Conversion of public to private company

Change in the company’s name

Any other amendment as may be necessary

Procedure

Issue a notice to conduct a meeting of board of directors

Hold the board meeting and pass the board resolution for alteration of MOA.

Issue a notice of shareholders meeting at least 21 days before.

Hold the shareholders meeting and pass the special resolution.

Filing of form MGT 14 within 30 days of passing the special resolution along with the necessary documents such as the certified true copy of special resolution, explanatory statement, altered copy of memorandum of association.

RECLASSIFICATION OF SHARE CAPITAL

Reclassification of share capital is governed under of Section 61 of the Companies Act, 2013. The reclassification in the authorized share capital of the company may be made either with or without alteration in articles of association of the company

As per the provisions of section 61 of the Companies Act, 2013 a private limited company has the power to alter its share capital subject to the authorization of Articles Of Association of Company as well as approval of the shareholders by passing of ordinary resolution.

Increase in the amount of authorized share capital of a company by the necessary amount as it deems fit

Consolidate and then divide its share capital (entire amount or any part thereof) into shares of a higher amount than its existing shares

Convert its fully paid up shares (entire amount or any part thereof) into stock and again reconvert that stock into shares of any denomination

Sub-divide its shares (entire amount or any part thereof) into shares of smaller amount than what is fixed by the memorandum of association.

Cancel shares which have not been taken by any person and reduce the amount of its share capital by the amount of shares that have been cancelled.

Procedure

Issue a seven days prior notice to conduct a board meeting

Hold a meeting of the board of directors and pass the ordinary resolution for reclassification of shares.

Issue a notice to conduct the extraordinary general meeting

Hold the extraordinary general meeting and pass ordinary resolution.

Filing of form SH 7 with the ROC within 30 days of passing the resolution along with certified true copies of ordinary resolution, notice of the general meeting, minutes of the general meeting, altered printed copy of MOA &AOA.

Upon receipt of the e form and attached documents, if the ROC is satisfied, he will approve the reclassification of share capital of the company.

CLOSURE OF COMPANIES (PUBLIC/PRIVATE)

Under the Companies act, a company can be closed either by strike off method or liquidation and winding up method. Strike Off Section 248-252 of Companies Act, 2013: It mainly applies to small companies and defunct companies. This is a cost and time effective measure as it provides for the removal of companies name from the Register of Companies.

ELIGIBILITY FOR CLOSURE

A company can apply for voluntary strike off of its name from the register of companies if; The company has not been carrying any business for the preceding 2 financial years and it is not a dormant company under section 455 of The Companies act,2013, or

The subscription money has not been paid by the subscribers to the memorandum and a period of 180 days have passed from the date of incorporation without filing of a declaration, or

The company has not started its business within 1 year from the date of incorporation.

PROCESS OF STRIKE OFF

1. Holding a meeting of Board of directors u/s 248(2)
2. Payment of all liabilities before EGM
3. Holding an EGM and passing of special resolution
4. Filing of Form STK-2 and attach the required documents such
5. Filing of Form STK-2 and attach the required documents such as
   • Form STK-3 for indemnity bond as notarized by all the directors of the company
   • Form STK-4 containing an affidavit by all the directors of the company
   • Form STK-8 containing a statement of accounts
   • Approval of Regulatory authorities
   • CTC of Special Resolution signed by all the directors
   • Statement of any pending litigations
6. Publication of notice by the ROC in Form STK-6 to seek objections in respect of proposed strike off from the public.
7. Intimation about removal of name of the company by the ROC to CBDT and CBEC to seek objections if any,
8. Filing of form STK-7(sending notice in the official gazette) by the ROC for removal of name and dissolution of the company.

CLOSURE OF OPC

An OPC (One Person Company) is registered as a private company and thus all the provisions of a private company are applicable to an OPC. It can be closed either by

1. Striking off the company’s name from the register if it becomes a defunct company by filing of form STK-2 (fast track exit mode).
2. Winding up
   • Passing of a resolution by 2/3rd of the creditors of one person company
   • Filing of resolution with the Registrar of Companies within 10 days
   • A declaration made by the Registrar regarding no debts
   • Filing of application with the Registrar regarding striking off the one person company
   • Filing of form STK 2 (FTE(Fast track exit)) with the ROC if the company is inoperative for a period of one year from the date of its incorporation
   • Appointment of a liquidator
   • Submission of reports and accounts by the liquidator to the tribunal and registrar
   • Advertisement of winding up resolution in the Official Gazette and local newspaper
   • Submission of Statement of accounts and Statement of assets and Liabilities
   • Filing form STK 4 (Affidavit of director)
   • Filing of form STK-3(Indemnity Bond notarized by directors)
   • Passing of winding up order by the registrar

CLOSURE OF LLP

ELIGIBILITY

The LLP should not have engaged in any business for the past one year

The LLP should have no assets and liabilities on the date of application for closure

The LLP should not have commenced business after incorporation

DOCUMENT REQUIRED

Aadhar Card of the partners and the designated partners of LLP

Pan Card of the partners and the designated partners of LLP

Address proof of the partners

Consent letter from the partners along with requisite fees.

PROCESS OF LLP CLOSURE

The first step is passing of a special resolution for the closure of LLP by all or ¾ partners of the company

Filing of Form 1 with the MCA and a copy of special resolution within 30 days

A declaration by at least two members that the LLP has no debt

Filing of Form no 4 and a report of value of LLP’s assets to be submitted to the Registrar within 15 days

Consent of at leat 2/3rd creditors is then required for winding up of the LLP

Filing of form 6 for recording the statement of a liquidator.

Filing of Form 9 along with LLP’s final account statement

Filing of form 24 with the ROC and to submit an affidavit, indemnity bonds and declaration from the partners

A public notice is then published by the ROC on its website for one month

The ROC will then remove the LLP’s name from the register after one month.

OPC TO PRIVATE LIMITED

A one-person company is a type of business run by a single owner with limited liability. A one-person company is a separate legal entity from its members. An OPC can be converted into a private ltd. Company in the following two ways:

1. Voluntary Conversion: If a period of two years has passed from the date of incorporation of a company then it can be converted into a private ltd. Company through voluntary conversion by filing of form INC 5 within 60 days with the ROC.
2. Compulsory Conversion: An OPC should be mandatorily converted into a private ltd. Company if below mentioned conditions are met:
   • Increase in paid up share capital above 50 lakhs and;
   • The yearly turnover of the company of immediately preceding previous three financial years is above 2 crores.

STEPS REQUIRED FOR CONVERSION

Passing of a Special Resolution by the shareholders in the general meeting to increase no. of shareholders, appointment of directors and meeting other such requirements of a private ltd. Company

Filing of the special resolution with the ROC in form no. (MGT-14) within 30 days of when the special resolution was approved.

Filing of application by the company in form INC 6 for its conversion into a pvt ltd. company within 30 days (in case of voluntary conversion) and 6 months(in case of mandatory conversion) and to attach the following documents along with the application

• An affidavit of directors of the company
• List of creditors
• List of members
• The latest audited Profit and Loss account and Balance Sheet of the company
• A copy of No Objection letter provided by secured creditors of the company

PRIVATE LIMITED TO OPC

A private company can be converted into OPC by following the required process

1. Calling a meeting of board of directors by sending a notice 7 days before holding the meeting of board of directors
2. Secondly, the meeting of the board of director should be held in order to
   • Fix the date, time , place of the extraordinary general meeting(EGM)
   • Approval of directors of the company for such conversion
   • Approval of notice of EGM
   • Approval of agenda
3. Sending of notice of EGM to all the directors, members and auditors of the company at least
4. twenty one (21) days before the date of EGM.
5. Obtain a NOC (Non Objection Certificate) in writing from the existing creditors and shareholders of the company.
6. The EGM is then held to check the quorum of the meeting and the presence of auditor of the company
7. Filing of form MGT-14 with the ROC within 30 days from the date of passing Special Resolution along with the following attachments :
   • Certified copy of Special Resolution of the company
   • Notice of EGM and copy of Explanatory Statement
   • Altered Memorandum and Articles of Association of the company.
8. Filing of form INC-6 with the ROC(for application for conversion of private ltd. Company into OPC ) along with the following attachments:
   • An Affidavit of the directors
   • List of members and creditors of the company
   • A copy of NOC
   • Latest Balance Sheet of company
9. If the ROC is satisfied that all the requirements have been fulfilled by the company he will issue a share certificate.

PVT. LTD. TO PUBLIC LIMITED

THE STEPS REQUIRED FOR CONVERSION OF A PRIVATE LTD. COMPANY INTO A PUBLIC LTD. COMPANY

1. 1. Passing of board resolution for conversion of private company into a Public Limited Company in pursuance of alteration of Memorandum and Articles of Association of a company.
2. 2. Passing of a special resolution to convert from a private to a public limited company in pursuance of alteration of Memorandum and Articles of Association and changing of name of the company by removal of the “Private” word from the company’s name.
3. 3. Filing of e-form(MGT-14) for filing the resolution with registrar within a period of 30 days from the date of passing the special resolution along with:
   • Altered Articles of Association.
   • Notice and Explanatory Statement.
4. Filing of e-form(INC-27) with the registrar as an application for conversion of company within 15 days from the date of passing of Special Resolution along with following documents:
   • Special Resolution
   • Minutes of the meeting of members
   • Altered Articles of Association
5. 5. The last step is to comply with the various provisions applicable to public companies like increase in the number of directors to 3, increase in the number of members to 7.

PUBLIC LIMITED TO PVT. LTD

Calling for a Board Meeting by sending a notice at least 7 days prior to the date of Board Meeting

convening board meeting for various purposes such as to consider the conversion of public company into a private company, to give power or authority to the director for such conversion, amendments in Memorandum and Articles of Association of a company, fixation of time, place and date of general meeting and approval of draft notice and explanatory statement.

Issuing a notice of General Meeting at least 21 days prior.

Holding of the general meeting and passing of special resolution for conversion of public company into a private company.

Filing of form MGT-14 with the ROC within a period of 30 days of passing of the special resolution along with certified copy of MOA, AOA, board resolution, special resolution and copy of notice of general meeting and explanatory statement,

Filing of form INC-25A

Filing of e form RD-1 by drafting of an application annexures, declaration, affidavits, etc.

Handling of objections (if any) received against the advertisement by the company by submitting a copy of objections to the concerned Regional Director.

Submission of e form RD- GNL-15 with the regional director in case of incomplete incorrect information.

The application can be rejected or approved by the Regional Director.

If no order is passed by the regional director for approval, resubmission or rejection, then the application is deemed to be approved by the regional director.

The last step is to file form INC-28 with the Registrar on approval of application.

SOLE PROPRIETORSHIP TO PVT. LTD.

The first step in the conversion of sole proprietorship to pvt ltd. company is the completion of slump sale formalities (transfer of total assets or liabilities) by the proprietor.

The validity of shareholding should be for a period of five years.

A takeover or Sale agreement is to be made between the sole proprietorship and pvt ltd. company.

The shareholding of the sole proprietor should not be less than 50%

The sole proprietor should not receive any benefits from the allotment of shares.

Appointment of minimum two directors in the private limited company.

Appointment of a minimum two shareholders in the private limited company.

Obtaining DIN and DSC for all the directors of the company.

Filing of RUN Form for reservation of Name.

Drafting the Memorandum and Articles of association of the company.

‘Takeover of business of sole proprietorship’ to be mentioned as one of the objects in the MOA.

The applicant should apply for company registration online through Ministry of Corporate Affairs (MCA) and submission of the required documents.

The COI (Certificate of Incorporation) from the Registrar.

Obtaining of PAN and TAN number.

The details of the bank account should be updated.

Filing of various Forms to be submitted to MCA portal.

PARTNERSHIP TO LLP

1. Obtain a Digital Signature Certificate (DSC) for all the partners.
2. Obtain Designated Partner Identification Number (DPIN) or Director Identification Number (DIN) for all the partners.
3. Filing of Various E Forms for name approval and incorporation of company along with following documents:
4. A duly certified statement of assets and liabilities by the Chartered Accountant in practice.
   1. Incorporation document to be filed electronically
   2. Statement in Form 2 to be filed electronically
   3. Statement of the partners of the partnership firm.
   4. List of all the creditors and their consent for conversion from partnership to LLP.
   5. Non Objection Certificate (NOC) from Income Tax authorities.
   6. Obtain the necessary approvals from the required authorities.
   7. Particulars of pending proceedings if any from the courts/Tribunal.
   8. Particulars of any rulings, convictions, judgements, order, etc., which are subsisting in favour of or against the firm.
   9. Any other optional attachments which may be required.
5. Filing of E Form -2 along with the following documents
6. Sheet of name and consent of all the subscribers
1. Sheet of name and consent of all the subscribers
2. Address proof of registered office of the LLP.
3. Any details of all other companies or LLP’s in which the partner is a director or a partner.
7. Filing of E Form -3 with the MCA
8. If the ROC is satisfied, he will issue a Certificate of Incorporation (COI).
9. The last step is to file E Form -14 with the Registrar of firms (ROF) within 15 days of obtaining the COI.

An IPO is an initial public offer made by a private company as and when it decides to offer shares to the general public through sale of stock. It provides as a good investment opportunity to the company in the long run. An IPO helps in raising capital for equity from the investors in public sector.

Eligibility for IPO:

The company should have net tangible assets of at least 3 crores in each of the preceding 3 years and of which not more than 50 percent to be held in the form of monetary assets

The company should have a minimum of fifteen (15) crores as average pretax operating profit in at least 3 years of the immediately preceding five financial years

The company should have a net worth of one crore rupees at least in each of the preceding three years.

In case of name change, the revenue for the preceding 1 year should be at least 50% in respect to the new activity as mentioned by the name change.

The size of issue should not be more than five times the pre issue net worth.

Advantages of IPO

IPO’s help in bringing new capital to the company.

It provides branding to the company.

It provides an opportunity to the investor to purchase the shares of a company at a very less price.

4. It helps the company in growing bigger and better in the near future.

Process:

The first step in the IPO process is hiring of an investment or merchant banker by the company.

The second step comprises of undertaking due diligence and all the legal processes.

The third step is the filing of application with SEBI.

Then comes the drafting of red herring prospectus (preliminary or first prospectus).

The approval of SEBI is then obtained.

The fourth step is the pricing of the shares of company through the process of bidding. The bidding process is opened for a period of 3 – 5 days.

Now the shares are offered for subscription by both the company and the bank

The application for subscription is filled by all the interested investors.

The shares are then allotted to the investors on the basis of their quotas.

After the shares are allotted, the company then gets listed on the stock exchange. (NSE/BSE).

Statutory records include documents containing important information about the company’s directors, members, key managerial personnel, shares, debentures, etc. As per the Companies Act, 2013 it is mandatory for the companies to ensure proper maintenance and update of these records. Statutory Records are placed at the registered office of the company. Non maintenance of such registers leads to criminal offence and may lead to penalties being imposed on the company extending to a maximum of 10 lakh rupees.

Advantages of Statutory Register

Helps in ensuring systematic operations of an organization.

Helps in fulfilling statutory disclosures and legal requirements

Transparency of data is also provided by such records

Types of Statutory Registers:

1. Register of members(MGT-1)
   1. Name, Address, email of members
   2. PAN, CIN, UIN of members
   3. Date of membership commencement
   4. Date of membership termination
   5. Other details , as may be necessary
2. Register and Index of Beneficial Owner
3. Register of debenture holders or other security holders (MGT-2)
4. Foreign Registers(MGT-3)
5. Register of Directors & key managerial personnel
   1. Name and Surname of directors
   2. Names of mother, father and spouse of directors
   3. Director identification Number(DIN)
   4. Residential Address
   5. Appointment and reappointment dates
   6. Date and reasons of resignation of directors
6. Register of renewed share certificates(SH-2)
7. Register of sweat equity shares(SH-3)
8. Register of shares and other securities (SH-10)
9. Register of charges(CHG-7)
10. Register of loan/guarantee/security(MBP-2)
11. Company’s Register not held in its name(MBP-3)
12. Registers of contracts and arrangements regarding interest of company’s directors (MBP-4)

Overview: Minutes can be defined a written and formal record of the proceedings of a meeting. It can be in electric or physical form. The applicable provisions in case of minutes are section 118 of the companies Act, 2013, Rule 25 of the Companies (Management and administration Rules)2014, Secretarial Standard 1(meeting of Board of directors) and Secretarial Standard 2(General Meeting).

As per section 118 of the Companies Act, 2013 minutes are required to be prepared for the proceeding of any meeting of shareholders, directors or creditors within a period of thirty days from the conclusion of the date of such meeting.

The content of minutes shall be printed on minutes sheets and the pages of the minutes book shall be numbered consecutively.

Minutes shall be placed or kept at the Registered office of the company or such other place as approved by the board of directors.

When the meeting is completed, the company secretary or any person authorized by the board will record the proceedings of such meeting

The minutes of the meeting are required to be presented before the Chairman.

Minutes are to be signed and dated by the Chairman of the meeting or the chairman of the next meeting.

A copy of signed minutes certified by the company secretary are to be circulated to all the directors within 15 days.

Minutes cannot be inspected by the member. Only the directors, company secretary, cost auditor are allowed to inspect the minutes.

If any default is made in complying with the provisions of the applicable sections, the company shall be liable to a penalty of 25000 and every director in default shall be liable to a penalty of 5000.

When any person is found guilty n connection with tampering with the minutes of the meeting, he shall be punishable with imprisonment which may extend to 2 years and with fine which may extend to 25000 subject to a maximum of Rs.100000

The sale and purchase of old companies is a long, complex and tiring process and may take more than a year from per-planning to the actual sale or purchase of business..

Process:

The first step in the sale and purchase of old companies is defining of potential sale options such as leveraged buyout, ESOP, strategic M&A sale and other such options by which the company sells itself or any part thereof and to whom it sells. This also includes defining of exit strategy options such timing of sale, taxation consequences and other such probabilities.

The second step is defining a valuation range for the business which is acceptable both to the buyer and the seller. There are various valuation strategies which may be highly academic or comparatively practical.

The third step in this process is pre marketing value enhancement strategies by which some desirable changes and adjustments are made to the company before starting the sale process.

Making of appropriate financial adjustments, gathering of information and collection of data is the next step.

The records of the company to be sold should be properly organised and documented so that the potential buyer is thoroughly educated about the company he is going to purchase..

The next step is the research step which involves extensive research of potential customers, buyers, competitors, etc. It is a time intensive step but more research means more successful sale of business.

Then comes the negotiation step relating to sale and purchase between the buyer and seller which involves determining the purchase price of business.

The sale and purchase of old companies also include various financial and professional considerations for the management team of the company..

The last step is the letter of intent which is a definite signal that the buyer has an interest to purchase the company. Then comes the drafting of the purchase agreement which should define the details of all the transactions, i.e. legal, financial, etc. It is a structured documents defining the terms of sale.

There are also various post closure issue related to transition of business which should also be addressed.

AMALGAMATION & MERGERS

Mergers help companies to increse size, scale and revenue by reducing opeartional costs and improving management. It is basically a business deal where two independent and existing companies combine to form a new entity.

Advantages of mergers:

1. Reduced prices due to economies of scale and more efficiency
2. Prevents unprofitable business from going out of market
3. Helps reduce congestion by avoiding duplication
4. Hepls to face tough competition
5. Increase in market share, goodwill and research and development
6. Provides certain tax benefits

Types of mergers:

Horizontal Merger: Takes place between two companies which offer the same products.

Vertical Merger: Takes place between two companies wich operate within each other’s supply chain.

Market Extension:Takes place between two companies which offer the same products and operate in a new market

Conglomerate Merger: Takes plce between companies that offer different products but operate in the same sphere.

SPAC (Special Purpose Acquisition Company) : This type of merger allows a private company to become public by combining a publicly traded shell company with a private company.

Requirements

1. The first step is the development of a unique strategy with firm and clear expectations from a merger
2. The second step is search and evaluation of potential target companies
3. The third step comprises of finding out if the target companies are in good standing and comply with all the legal requirements
4. The next step is the negotiation phase where detailed discussions take place.
5. This is the stage of due diligence which takes place in the form of searches, ordering for documents, inspection and filings
6. Then comes the step of taking the correct decisions and closure of deal.
7. This the step of financing and restructuring
8. This step involves entity planning and completion of compiance work involved.
9. After the merger is complete, it is of vital importance to regularly monitor the newly established entity.

Process

1. Check the object clause of Memorandum of Association for authorization of merger
2. The scheme for merger is then drafted
3. Obtaining of approval of board of directors
4. In case companies are listed, obtaining the approval of stock exchanges
5. Petition to the Tribunal in form NCLT-1along with notice of admission in form no NCLT-2 and affidavit in form no-6
6. Holding a meeting of shareholders and creditors and obtaining their approval
7. Preparation of a draft notice In form no-CAA-2 and sending the notice to the concerned Tribunal.
8. The Chairman of the meeting will file a report of the meeting to the concerned Tribunal in form no CAA-4
9. Then comes the approval from regional directors, official liquidators, financial Institutions, etc.
10. Filing of final petition to the NCLT in form no CAA-5
11. A certified copy of order is required to be filed with INC-28 with the concerned ROC.

PARTNERSHIP FIRM REGISTRATION

In India, a partnership firm is regulated and governed as per the Indian Partnership Act, 1932. A partnership firm refers to any trade, occupation or profession where two or more persons come together to form a new business and agree to share the profits or losses in an agreed ratio. Partnership Registration is not compulsory but a registered firm enjoys certain rights and benefits which are not available to unregistered firms. Partnership registration basically refers to the registration of partnership firm with the Registrar of firms (ROF) by its partners.

Advantages of Partnership Registration

Partnership Registration makes it easier to raise funds for business

Partnership Registration reduces risks to partners as they have the capacity to sue third parties

Partnership registration provides better credibility and allows the partnership firm to claim set off if any, against the claim of the third parties.

Process of Partnership Registration

1. The first step in the registration of partnership is reservation of name of partnership business so that the name is not against moral values or any provisions relating to Copyrights and Trademark Law in India.
2. The second step is to make an application either online or offline in form 1 with the Registrar of firms
3. The third step is the drafting of the partnership deed which states the mutual rights and liabilities of the partners.
4. Then comes the submission of documents along with the partnership deed
5. If the Registrar is satisfied with the details mentioned In the application form, he will issue a Certificate of incorporation

Documents Required

Filing of Form 1 (Application for registration with the Registrar of Firms(ROF)

Passport size photo of the partners

Certified original copy of partnership deed

PAN Card of the partners

Address Proof the partners

Affidavit certifying that the details as mentioned in the partnership deed are correct

Proof of principal place of firm’s business(lease agreement, ownership documents, NOC from the owner

PROPRIETORSHIP REGISTRATION

Sole Proprietorship business generally refers to a ‘One Man Business Entity’. It is the best option for you if you want to start the business under your own name and do not want to get into too many legal formalities. It is basically the fastest and cheapest form of business. As per law, it is not mandatory to register a proprietorship business but registration of proprietorship is easy and requires less legal compliances as compared to other forms of business. Sole Proprietorship provides complete control over the business to the owner and therefore leads to quick decision making.

Advantages of Registration

1. Proprietorship registration requires less legal formalities
2. Proprietorship registration is less expensive and time consuming
3. Audit of proprietorship business is not required

Process of Registration

1. The first step in proprietorship registration is to obtain aadhar number of the applicant.
2. The next step is to obtain PAN Card
3. After successfully obtaining PAN and AADHAR CARD, the applicant has to open a bank account in the name of business
4. In case of a commercial establishment it is necessary to obtain a shop and establishment license.
5. The last step is GST registration if the yearly turnover of the business exceeds the prescribed limit.

Documents Required

1. Copy of ID Card of the proprietor(Aadhar card/ Voter identity Card)
2. PAN Card of the proprietor
3. 3. Proof of address of business place(electricity bill/water bill)

SOCIETY REGISTRATION

As per The Society registration Act, 1860 societies are generally registered for the promotion and advancement of literature, fine arts, education, grant of charitable assistance, etc. A society can be created by minimum of seven or more persons. Registration of society is not compulsory but registration provides societies to have legal rights to sue and withstand consigned properties.

Advantages of Society Registration

1. Society Registration helps to avail tax benefits and exemptions
2. It becomes a separate legal entity and can hold, sell, lease, rent a property in its own name
3. Registration of society helps to file cases against the defaulting parties
4. Separate liability of the members from that of the society
5. It has the advantage to accumulate funds from external sources

Process of Registration

1. The first step for society registration is creation of an account by online registration
2. The User Id and Password is then generated
3. The next step is login using the User ID and Password
4. Then click on the ‘society module’ from the dashboard
5. Click on the option of ‘new society registration’
6. Then fill the necessary details on the society registration page
7. After filing of the details, scanned copy of required documents is uploaded
8. The next step is payment of registration fees through e- challan
9. After all the necessary details have been filled, click on the submit button
10. Then a confirmation message is received on the registered mobile number
11. All the documents and information is then verified by the Department and a certificate of registration is granted to the society.

Documents Required

1. Identity Proof of the founder members
2. List of all the members
3. Address proof of the founder members
4. Memorandum of association has to be prepared containing information relating to work and objective of the society, details of members
5. A covering letter signed by all the founder members of the society
6. Declaration of the president that he is willing and competent to hold the said post

TRUST REGISTRATION

In India, registration of trust is governed by the Trust Act, 1882. A trust can be defined as the transfer of property by the owner known as the settlor to another person known as the trustee for the benefit of a third person known as the beneficiary. A trust is registered with the help of a document known as the Trust Deed which contains the name of the trust, place of the trust, number of trustees, object of the trust and other important matters.

Advantages of Registration

1. Registration of trust provides exemptions from tax if a trust is registered as a charitable trust under section 12A or 12AA of the Income Tax Act.
2. Trust registration is a simple and easy process.
3. It provides protection to one’s property by safeguarding of their own property through trust registration
4. It ensures seamless charitable activities
5. It provides for fewer audits

Process of Registration

The first step is the selection of the name of the trust

Tthird step is the formation of Memorandum of association of the trust

The Trust deed is then drafted

The last step is the submission of Trust deed to the registrar

After completion of all the formalities, Certificate of registration is granted to the applicant.

Documents Required

Identity Proof of the trustor and the trustees

Self-certified copy of the instrument(in case trust is created under an instrument) / Self certified copy of the document evidencing the creation of trust(in case the trust is created otherwise than under an instrument)

Self-certified copy of registration

Self-certified copy of document evidencing adoption or modification of objects

Self-certified copy of annual accounts of the trust for previous years Self certified copy of the existing order for grant of registration

A notice on the activities of the trust is to be submitted

Address proof of registered office(electricity bill/water bill)

Passport sized photos of the trustee, trustor and the witness present while signing of the trust deed

HUF REGISTRATION

HUF means Hindu undivided family which consists of all persons lineally descended from one common ancestor and also includes their wives and unmarried daughters. An HUF is created automatically in a Hindu family, it need not be created under a contract. Under the Income Tax Act, HUF is considered as a separate legal entity for taxation purposes. The same income tax slabs are applicable to an HUF as are to an individual. Once an HUF is created it, its income is assessed as that of an HUF, and it will be continued to be assessed as such in subsequent assessment years till the partition of HUF is claimed by coparceners.

HUF consists of a

1. Karta: He is the senior most member of the family and head of the family