Key ideas pertain to doing Business in India
Foreign investment policy
Regulatory Environment
Business Presence in India – Form of Entities
International arrangements
Tax Environment
Recent tax and regulatory directions
Basic Statutory Compliance
- The Commercial Court act 2015
- Arbitration and Conciliation Act, 1996
- The Insolvency & Bankruptcy Code, 2016
- Benami Transactions (Prohibition) Act, 1988
- Co-operative Societies Act, 1912
- Consumer Protection Act, 1986
- Factoring Regulation Act, 2011
- General Clauses Act, 1897
- Indian Contract Act, 1872
- Indian Partnership Act, 1932
- Indian Stamp Act, 1899
- Indian Trusts Act, 1882
- Information Technology Act, 2000
- Legal Metrology Act, 2009
- Limitation Act, 1963
- Limited Liability Partnership Act, 2008
- Micro, Small and Medium Enterprises Development Act, 2006
- Multi-State Co-operative Societies Act, 2002
- Negotiable Instruments Act, 1881
- Prevention of Money Laundering Act, 2012
- Registration Act, 1908
- Real Estate (Regulation and Development) Act, 2016
- Right to Information Act, 2005
- Sale of Goods Act, 1930
- Societies Registration Act,
- Specific Relief Act, 1963
- Transfer of Property Act, 1882
- Intellectual Property Laws
- Information Technology Law
- Environmental Laws
- Labour Laws
Sector Specific Laws:– Manufacturing – Trading – Service
Segment Wise Laws:– Banking & NBFC-Financial services-Capital Market-Drug Pharma & Health Care-Capital Goods – Agro Products-Infrastructure Power & Tele Communication etc etc
State Wise Laws:– Labour Welfare Act – Shops and Commercial Establishment Act-Festival Holiday Act
Regulation Mechanism
Reserve Bank of India Act, 1934
Foreign Trade (Development and Regulation) Act, 1992
Foreign Exchange Management Act
Companies Act 2013 [PDF]
Major steps of Formation of a Company
- Visitation to regional Registrar of Companies
- Acquiring Digital Signature Certificate(DSC)
- Acquiring Director Identification Number(DIN)
- Filing an eForm or New user registration
- Incorporate the company
Structuring a Company ⇓
- Listed Public Companies
- Unlisted Public Companies
- Private Limited Companies
- Public Sector Undertakings
Competition Act, 2002
Stock Exchange Board of India (‘SEBI’)
- SEBI Act, 1992
Factories Act, 1948
Tax Regime
Income Tax Act, 1961
Goods and Services Tax
Special Economic Zone Act, 2005
Mergers and Acquisitions – Overview
ACCOUNTING
► Financial statement impact analysis due to the transactions
INDUSTRY- SPECIFIC LAWS
► Highlighting transaction-specific implications
CORPORATE LAWS
► Impact of Corporate laws
► SEBI / capital market perspective
► Competition law
STAMP DUTY
► Cost on the transfer of property
► Transaction structuring to minimize impact
TAX
► Analyse tax issues surrounding transactions
► Structuring to minimise tax costs
Extended All Compliance for business entities in India
- Company Law
• Economic and Commercial Law
• Tax Laws
• Capital Markets and Securities Laws
• Industrial, Labour and General Laws
• Secretarial Audit, Compliance Management and Due Diligence
• Corporate Restructuring, Valuation and Insolvency
• Banking Law and Practice
• Capital, Commodity and Money Market
• Insurance Law and Practice
• Intellectual Property Rights – Law
• International Business-Laws
Alternative Classification
Corporate Laws -Economic Laws-Taxation Laws-Commercial Law-International Trade-Law-Capital Market Law-Labour Law-Banking Law-Insurance Law-Securities Law
Corporate compliance: Case study Cement industry
Company Profile: Public Limited Company
• Listed Company – BSE, NSE
• Manufacturing & Trading
• Exporting Company
• 10,000 No. of Employees (Approx.)
• Units Located at Bhubaneswar, Rajnagpu
Corporate Information – Public Company, Listed at BSE, NSE
•Companies Act, 2013
•Income Tax Act, 1961
•SEBI (Insider Trading) Regulations, 2009
•SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 2011
•Listing Agreement
Sector Identification : Manufacturing and Trading
•National Environment Policy
•Environment (Prevention of pollution control) Act, 1986
•Central Excise Act, 1944 – New GST Laws
Type of Industry – Cement
•Cement (Quality Control) Order, 2003
•Limestone and Dolomite Mines Labour Welfare Fund Act, 1972
•Mines and Minerals (Development and Regulation) Act, 1957
•Mineral Conservation and Development Rules, 1988
•Metalliferous Mine Regulations, 2012.
•Explosives Act, 2008
Identification of applied Labour Laws:-
•Employees’ Provident Funds & Miscellaneous Provisions Act, 1952
•Factories Act, 1948
•Payment of Gratuity Act, 1972
•Industrial Dispute Act, 1947
•Employees State Insurance Act, 1948
•Payment of Wages Act, 1936
•Minimum Wages Act, 1948 & Minimum Wages (Central) Rules, 1950
Corporate Restructuring
(a) Mergers; Amalgamations, Takeovers /Acquisitions, Joint Ventures, LLPs, Corporate restructure, Demerger, Reorganization through compromise or an arrangement
(b) Reconstruction Vs. Amalgamation
(c) Sale of undertaking of the Company
(d) Acquiring Shares in another company
(e) Compulsory Amalgamation in public interest
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