Company Law advisory and Secretarial Services

Corporate law in India is governed by Companies Act, 2013 and rules thereunder. A company which has been incorporated in India must ensure compliance with the provisions of Companies Act, 2013. Under the changed scenario non-compliance under this Act might have long lasting adverse impact to the corporate entity and its director. Hence our service under this segment will help the client to concentrate on their core business activity for the company’s growth.
All the Companies incorporated under the Companies Act, 2013 are mandatory required to file various forms, returns and documents with the Registrar of Companies (ROC) in an electronic mode within the prescribed time along with the prescribed fees. Annual report consists of information and documents that include the Balance Sheet of the Company, Profit & Loss Account, Compliance Certificate, Registered Office Address, Register of Member, minute books, Shares and Debentures details, Debt details and information about the Management of the Company
Following is the list of few events in which compliance with ROC is required:
General:

• Change in Authorised / Paid up Capital of the Company.
• Allotment of new shares / transfer of shares / invitation to subscribe for shares.
• Issue of shares to the Directors / employees of the Company.
• Subdivision of face value of the shares of the Company.
• Investment in share / other securities. Giving Loans to other Companies.
• Change in composition of the Board of Directors.
• Appointment of Managing / whole time Director and payment of remuneration.
• Payment of remuneration to Director / his relative / firm of the Director etc. are contracting with any of the above.
• Loans to Directors / Members or to firms / companies where they are partner / members respectively. Giving loans to Companies under same management.
• Opening / closing of bank accounts or change in signatories of Bank account.
• Change in terms of the Loan taken earlier.
• Full payment of the amount of loan taken against the property of the Company.
• Acceptance of deposits from Directors / members of their relatives.
• Executing the documents under the common seal of the Company.
• Sale or purchase of the fixed assets of the Company.
• Entering into new business / Partnership.
• Alteration of memorandum and articles of association of the company.
• Doing the business with a non resident or a foreign citizen.
• Convening the meetings of the Company. Submission of the resolution to any other third party / any authority, maintenance of board meeting minutes book.
• Maintenance of minutes of general meetings and its attendance.
• Amalgamation of the Company with other company.
• Shifting the registered office of the Company from one place to other.
• Appointment or change of the Statutory Auditors of the Company.
• Agreement entered by the shareholders of the Company where Company is a Party.
• Secretarial Compliance audit
• Due Diligence services

Under Listing Agreement:

• Assisting in compliance of various Listing Clauses under the Listing Agreement.
• Guiding on compliance of Clause - 49 of the Listing Agreement i.e. Corporate Governance
• Quarterly / Half-Yearly / Yearly conducting Secretarial Audit of Listed Companies for ensuring Listing/SEBI compliances

Under Securities and Exchange Board of India (SEBI)

• Compliance with respect to Listing, Delisting, Public/Rights/Bonus Issue, Preferential Allotment, QIP, Takeover, Buyback, Delisting and Dematerialization of shares
• Securities and Capital markets advisory on IPO, FPO, QIPs, Rights Issue, ESOPs, Preferential allotment, Issue if Debt (both long/short term debentures, bonds, warrants), Takeovers, Mergers & Acquisition, External Reconstructions, Stock splits, Spin-offs and Dividends and corporate actions – Dividend, Stock-splits, Spin-offs
• Advising and executing work on SEBI Regulations – Takeover Code and Prohibition of Insider Trading
• Obtaining Regulatory approvals from SEBI
• Audit, certification and filing services
• Compliance with Corporate Governance Code and Report
• Reconciliation of Share Capital Audit
• Ensuring legal compliances with respect to any other applicable provisions