Bhk and Associates

+91-9717416662, +91-9717416663, +91-9717416664, +91-9717416661  | Email: info@bhkna.in

Services

FORMATION OF THE COMPANY

The Firm provides all the necessary services to its existing and prospective clients to facilitate formation of companies and LLPs in India.

Whether a private company, a public company, a producer company, a company to be registered under section 8 of the Companies Act, 2013, a guarantee company, wholly owned companies (100% subsidiaries of Foreign Company), joint venture companies, limited liability partnership etc. – the Firm has a service reach to help form any of these. Going beyond company formation, the Firm also can facilitate setting up of Branch / Project / Liaison offices under the Foreign Exchange Management Act in case of international clients.

Efficient and structured processes are in place, to help clients, to form and register companies in the shortest possible time. Process typically and broadly follow the following order:

  • Initial consultancy in respect of formation of a company or Limited Liability Partnership.
  • Obtaining Director Identification Number (DIN) and Digital Signature (DSC) of the proposed Director/s.
  • Applying for name availability and follow up with the Registrar of Companies (ROC).
  • Drafting Memorandum and Articles of Association of the Company as per nature of the business and the coverage required.
  • Preparing and filing the final documents for company registration with the ROC.
  • Follow up for registration of the company and getting it registered.

The highly experienced teams at the Firm continuously interact with the clients during the whole process of company formation. An additional plus for the Firm comes in the form of the in-house IT infrastructure and trained staff that can handle the e-filing procedures efficiently and effectively.

Registration of Partnership

  • Meetings with the proposed partners and understanding their thinking
  • Drafting of the partnership deed
  • Filing and Registration
  • Further consultancy and documentation in respect of amendments in the Partnership

FEMA / RBI Matters – Advice & Support

Foreign Investments in India are governed by various Acts. The FEMA is one such Act. The Firm offers various advisory and compliance services to companies to facilitate their handling of various aspects of the FEMA. The Firm also offers advice and services for various Foreign Direct Investment related matters.
These services are broadly offered under the following categories:

  • Advice and legal opinions under FEMA.
  • Consultation to foreign companies for doing business in India.
  • Consultation to Indian companies for doing business with foreign companies.
  • Investment strategy for foreign companies.
  • Identification of suitable partners (Indian and Foreign) for seeking ventures.
  • Assistance in such partner negotiations.
  • Required approvals for FDI from Government Agencies like RBI, FIPB etc.
  • Compliances under FEMA.
  • Processing applications under Foreign Contribution Regulation Act (FCRA).

Certification, Audit and Compliance Services

For companies formed in India, it is essential that the statutory compliances under the Companies Act, 1956 and companies act 2013, are completed in time.

Many small or medium scale companies do not have in-house secretarial departments and need to outsource these functions. For such companies, the Firm acts as a ‘virtual’ secretarial department. For large organizations too, the Firm provides advice and secretarial assistance and carries out assignments as per their requirements. In order to provide these services effectively, the Firm, over the years, has developed processes to seamlessly execute the routine compliances under the Companies Act. The coverage of these processes extends to include:

  • Certification of various forms under the Companies Act, 2013
  • Drafting of notices, minutes etc. in respect of Board & General Meetings and assistance in finalizing the same.
  • Assistance in keeping the Statutory Records & Registers under the Act up-to-date.
  • Preparation of various Forms & Returns to be filed under the Companies Act, 1956 and companies act, 2013
  • Certifying and filing various forms and returns with the Registrar of Companies, the Regional Director’s Office and the Ministry of Corporate affairs.
  • Attending the Board / General Meetings with prior notice, if required.
  • Secretarial standard and Secretarial Audit Report.
  • Change in the name of a company.
  • Addition of objects to the MOA.
  • Conversion of the company into Public or Private.
  • Petitions with Company Law Board / Regional Director under various provisions of Companies Act, 1956 and companies act 2013.
  • Shifting of registered office from one State to another State.
  • Search and Registration of Charges.

Data room creation, Due Diligence – Advice & Support

Every growing company, at some stage in its life-cycle, needs additional funding. Today there are many ways by which a company can raise additional capital. Some of these include VC financing, PE financing and finally IPO. Raising additional funding or capital requires many statutory and legal compliances. One needs to have a very clear understanding of the statutory provisions, restrictions and procedures in respect of the capital raising or funds mobilization .

The Firm has the requisite expertise to offer to companies to take proper decisions by advising them about all factors involved in raising funds or additional capital. The IPO or investment related services offered under the aegis of the Firm range from advice to execution support to further statutory compliances:

  • Due Dilligence Audit – Legal and Financial
  • Data Room Creation for Due Dilligence Audit – physical and virtual
  • Handling documentation – pre and post funding
  • Private Funding / VC Funding – Advisory and Assistance

Corporate Restructuring – Merger, De-merger & takeover

Corporate Restructuring is a very critical area of transition for a company and needs to be done very carefully to avoid any un-favorable effects arising out of it. Restructuring assignments require deep knowledge of statutory and legal positions – companies act, income tax act, stamp act as well as current business and economic conditions and various socio-economic factors.
The teams of in-house experts and external associates is adept and experienced enough to ensure that any Corporate Restructuing process yields the desired positive impact in all respects. The Firm helps companies by providing valuable insights and advisory services for such Corporate Restructuring.

The Firm has the requisite expertise to provide services in the following areas associated with corporate restructuring:

  • Mergers, acquisitions and de-mergers.
  • Reduction of Share Capital.
  • Voluntary liquidation/liquidation and winding up of companies by the NCLT.
  • Procedural formalities in relation to issue of ESOP and ESOS.
  • Conversion of company from Private to Public and Public to Private.
  • Drafting, Implementing and Assistance in Buyback scheme.
  • Financial restructuring assistance.
  • Preparing scheme of distribution of reserves.
  • Assistance in business / company takeover matters – Private Companies and Public Companies.

The Firm also undertakes compliances and filings under various restructuring scenarios.

Agreements, Petitions & Other Legal Matters – Advice & Support

Legal compliances and their consistent updations form the backbone of the existence of a business venture. Normal situations as well as extra-ordinary events during the course of business demand well versed and timely legal advice and execution support for any company.
The Firm offers its range of legal services in the following categories:

  • Co-ordination with the Solicitors and Advocates for court cases
  • Drafting / vetting of various Commercial Agreements, Partnership Agreements and Wills.
  • Drafting of Lease agreements, Deed of Conveyance, Mortgage Documents, Creation of Charge / Satisfaction of Charges, etc.
  • Appearing as an authorised representative before the Company Law Board, the Central Government, the Regional Director, the Registrar of Companies.
  • Legal representation for contractual negotiations, mediations and dispute resolution.
  • Preparing legal opinion on various matters.

SEBI Matters & IPO – Advice & Support

For companies incorporated and / or doing business in India or those listed or going in for a listing on the Stock Exchange, there are certain specific guidelines, rules and compliances required to be adhered to under the jurisdiction of the Securities & Exchange Board of India (SEBI).

The Firm has an experienced team to advice and help clients in the execution of these statutory requirements. These services offered by the Firm are broadly of the following nature:

  • IPO – Advisory & Support.
  • Co-ordination in respect of Initial Public Offering (IPO) by a company.
  • Compliances under Investor Protection Rules.
  • Advice & compliances under the SEBI Takeover Regulations.
  • Advice & compliances under the SEBI Insider Trading Regulations.
  • Statutory Advice & Opinions on SEBI matters.
  • Compliance under Listing Agreement.

Corporate Governance – Advice & Support

Corporate Governance is the key to proper management of the business of a company. A certain proper level of Corporate Governance, at least, is essential for the sustainable growth of the company. Indian laws provide a framework for Corporate Governance based on a mix of ‘mandatory’ and ‘voluntary’ compliances. Listed Public Companies have to fulfill some mandatory Corporate Governance compliances while unlisted companies can voluntarily choose to fulfill certain compliances in their own interest.

The Firm offers to help and guide both categories of companies in ensuring that they fulfill their respective Corporate Governance commitments. These services are in the form of:

  • Advising on the composition of the Board of Directors, Audit Committee and other committees.
  • Expressing opinion on the interpretation of the SEBI Corporate Governance Code.
  • Assisting in drafting the various codes required under Corporate Governance Code.
  • Attending meetings of the Board and Audit Committee of listed public limited companies.
  • Assisting in periodical Corporate Governance compliance and audit.
  • Preparing Corporate Governance Reports.
  • Consultancy on matters arising during implementation of the Companies Act, 1956 and companies act, 2013.

XBRL Filing Under One Roof

The Firm has successfully implemented XBRL filing for listed and other eligible corporates. To facilitate XBRL filing under one roof, the Firm has capable infrastructure in the form of:

  • Software Tools, Information Technology Support & well trained staff & professionals.

The Firm’s services include:

  • Data Input
  • Conversion, Validation & Prescrutiny
  • Certification & Filing

Internal Auditors

The firm provide expertly crafted Internal Audit service to the clients as per the specific needs of clients. Firm has more than 2 decades of experience in providing service of Internal Audit among other services. Firm have team experts that handle Internal Audit, they are well versed in laws and practices relating to the same.

Internal Audit is an independent, object assuring service to examine a company’s internal controls, business practices, processes, and methods. An internal audit helps ensure compliance with the various laws applicable to a company.

As per Section 138 and Rule 13 of Companies (Account) Rules, 2014:

Following class(es) of company is required to appoint an Internal Auditor:

  1. Every listed company
  2. Every unlisted public company having
  • Paid up share capital of 50 cr. Rupees or more during preceding financial year OR
  • Turnover of 200 cr. Rupees or more during preceding financial year OR
  • Outstanding Loans or Borrowings from Bank or Public Financial Institutions exceeding 100 cr. Rupees or more at any point of time during preceding financial year OR
  • Outstanding Deposits of 25 cr. Rupees or more at any point of time during preceding financial year
  1. Every private company having
  • Turnover of 200 cr. Rupees or more during preceding financial year OR
  • Outstanding Loans and Borrowing from Banks or Public Financial Institutions exceeding 100 cr. Rupees or more at any point of time during preceding financial year

Some Other Points Relating to Internal Audit:

  • The internal auditor may or may not be an employee of the company
  • The Internal auditor may be a CA/CWA or any other professional
  • The Audit Committee of the company or the Board shall, in consultation with the Internal Auditor, formulate the scope, functioning, periodicity and methodology for conducting the internal audit.

 

 

1. CHANGE IN THE BOARD OF DIRECTORS
Director Identification Number (DIN)
Digital Signature Certificate (DSC)
Appointment of Additional Director
Appointment of Director by Members
Regularisation of Additional Directors
Resignation of Director
Removal of a Director

2. CHANGES IN AUTHORISED & PAID-UP CAPITALS
Increase in Authorised Capital
Allotments & Issue of Share Certificates
Buy Back of securities
Redemption of Preference Shares

3. SHIFT IN REGISTERED OFFICE
Shift within the city
Shift from one city to other within same Registrar of Companies
Shift from one Registrar of Companies to other Registrar of Companies
Shift from one state to another state

4. NAME CHANGE & CONVERSION SERVICES
Name Availability confirmation from Registrar of Companies
Change of Name
Conversion from Private Limited to Public Limited
Conversion from Public Limited to Private Limited

5. POST ANNUAL GENERAL MEETING FORMALITIES
Preparation of necessary documents
Issue of Compliance Certificate
Certification and Uploading of Forms 23 AC & ACA, 66 and 20B, i.e., Balance Sheet and Annual Return Filings

6. OTHER CORPORATE SECRETARIAL SERVICES
Facilitating Members’ Meetings and Board Meetings
Transfer of Shares
Certification of Form 8 & 17 for charges – creation, modification & satisfaction
Issue of Search Reports & Status Reports
Certification of Extract Resolutions, List of Directors, Shareholding Pattern, Memorandum & Articles of Association, etc.
Closure of the Company
Maintenance of Statutory Records / Registers including minutes of the meetings
Certification and Up-loading of e-Forms

SERVICES

Foreign Direct Investment in India

a. FDI Report
b. FC-GPR on allotment for FDI
c. Issue of certificate of compliance
d. Form FC-TRS for transfer of shares from Resident to Non-Resident or vice versa.

Foreign Direct Investment in India

Annual Filings under XBRL mode as per MCA mandate

a. Analysis of the documents for XBRL purposes
b. Mapping & Tagging
c. Review Mapping
d. Creating instance documents
e. Validating instance documents
f. Filling, Certifying and uploading forms 23AC & 23ACA and Form 20B, 23B & form 66 under Companies Act 1956.
g. Filling, Certifying and uploading forms AOC-4 & MGT-7, MGT-9 and AOC-2 under Companies Act 2013

Annual Filings under XBRL mode as per MCA mandate

Business set-up Services

a. Company Formation In India
b. LLP Formation in India
c. Post incorporation registration services
i. Bank Account
ii. PAN
iii. TAN
iv. Income Tax
v. Goods & Service Tax
vi. Professional Tax
vii. Import Export Code
viii. Shops & Establishment Registration

Certification, Audit and Compliance Services

Trademark Registration

a. Trade mark Search
b. Trade Mark Registration
c. Search for the availability of Trademark/s with Comprehensive study report.
d. Preparation and filing of application for registration of Trademark/s with Registrar of Trademarks. Representation on behalf of the company in hearing, if any objections are raised.
e. Legal Proceedings for infringement of Trademark/s.
f. Trademarks Renewals.
g. Surveillance / Trademark watch to save your Trademark from infringement.

company trademark registration
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