• Can an existing company be converted to LLP?

    Yes, any existing private company or existing unlisted public company can be converted into LLP by complying with the Provisions of the LLP Act. Form 18 (MCA Forms) needs to be filed with the registrar along with Form 2 (MCA Forms) for such conversion.

    For more information, click here.

  • Can we enter the names of first directors as required under Companies Act, 2013, in SPICe AoA (INC-34)?

    Yes, SPICe AoA (INC-34) has facility for adding, modifying, and deleting Articles.
    For further details please access following link.

     

  • For how many days is a reserved name valid for a company proposed to be set up?

    An approved name is valid for a period of

    • 20 days from the date of approval (in case name is being reserved for a new company) or
    • 60 days from the date of approval (in case of change of name of an existing company)

    For more information, click here.

  • What are SPiCe forms?

    SPICe Form INC-32, which is a Simplified Proforma for Incorporating Company Electronically -SPICe or Form INC-32, can help incorporate a company with a single application for reservation of name, incorporation of a new company and/or application for allotment of DIN.

    For more information, click here.

  • Which forms are required to be filed to Registrar in case of appointment of new partners/ resignation of existing partners from the LLP?

    E-form 3 (for change in LLP agreement and e-form 4 are required to be filed for appointment of new and resignation of existing partners within thirty days of such cessation or appointment without additional fee and with additional fee thereafter.
    For further details please access following link.

  • What are the most common structures employed to constitute a Joint Venture (JV)?

    The most common structures employed to constitute a Joint Venture (JV) are:

    a) Unincorporated Joint Venture (UIJV) which include Cooperation Agreement/Strategic Alliances/Consortium. UIJV is preferable as no separate entity is required to be formed in case of UIJV. Merely, an Unincorporated Joint Venture Agreement is required to be entered among the parties.

    b) Incorporated Joint Venture which include either Company or Limited Liability Partnership (LLP)
     

  • Can one person simultaneously provide accounting and auditing services?

    The statutory auditor of a company cannot provide following services to the company or its holding company or subsidiary company:

    • Accounting or book keeping services
    • Internal audit
    • Design and implementation of any financial information system
    • Actuarial services
    • Investment advisory services
    • Investment banking services
    • Outsourced financial services
    • Management services
    • Other services prescribed under the rules
  • What is the process for obtaining approved e-MOA (INC-33) and e- AOA (INC-34)?

    The users may obtain approved e-MOA (INC-33) and e- AOA (INC-34) through certified copies facility available on MCA.
    For further details please access following link.

  • Would a One Person Company (OPC) be qualified to profit benefits under the Start-up India activity?

    Yes. One Person Companies are eligible to avail benefits under the Start-up India initiative.

    For more information, click here.

  • Can limited liability partnerships (LLP) be formed utilizing SPICe frames?

    No, LLPs cannot be incorporated using SPICe forms

    For more information, click here.

  • Whether the draft prospectus for IDRs to be filled with SEBI?

    Yes. Foreign issuer is required to file the draft prospectus with SEBI while complying with the requirements of SEBI (ICDR) Regulations, 2009. Any changes specified by SEBI shall be incorporated in the final prospectus to be filed with Registrar of Companies

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  • Is transfer of capital instruments from resident to non-residents permitted?

    Yes, transfer of capital instruments from resident to non-resident is permitted, s.t. prior permissions from the Reserve Bank of India, except in following cases (as mentioned in detail in Sub section 5.2 of the Consolidated FDI Policy 2017):

    1. where the pricing guidelines under FEMA, 1999 are not met, s.t. other conditions
    2. where the transfer requires prior approval of the Government per the extant FDI Policy
    3. where the transfer of shares attracts SEBI (Substantial Acquisition of Shares and Takeovers) Regulations
    4. where the investee company is in the financial sector.

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  • What are Indian depository receipts (IDR)?

    An IDR is an instrument denominated in Indian Rupees in the form of a depository receipt created by a Domestic Depository (custodian of securities registered with the Securities and Exchange Board of India) against the underlying equity shares of issuing company to enable foreign companies to raise funds from the Indian securities Markets.

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  • What is apostille and how to get the documents apostilled and notarized from the foreign country?

    An "apostille" is a form of authentication/certification issued to documents for use in countries that participate in the Hague Convention of 1961. Apostille is to confirm the legal authenticity of any document. A list of countries that accept apostilles is provided by the US State Department.
    Apostilles are affixed by Competent Authorities designated by the government of a state which is party to the convention.
    A list of these authorities is maintained by the Hague Conference on Private International Law. Examples of designated authorities are embassies, ministries, courts or (local) governments.
    An Apostille Certificate is official government Certificate printed or stamped onto the reverse side of a single page document or attached to multiple paged documents with green notary ribbon making it become one inseparable document. It authenticates the seal and or signature of the public official or authority such as a notary or registrar issuing the document.
     

  • What are the pricing guidelines to be complied with given the scenario of transfer of shares from resident to non-resident?

    Listed Securities: Price to be not less than the price worked out as per SEBI guidelines

    Unlisted Securities: Price to be not less than fair value worked out as per any internationally accepted pricing methodology on arm’s length basis

  • Whether any listing permission required for issuance of IDRs?

    Yes, the issuer company is required to obtain in-principle listing permission from all the recognized stock exchanges in which the issuer proposes to get its IDRs listed.

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  • What is the procedure for making portfolio investments in India for a Non-Resident Indian?

    An NRI needs to apply to a designated branch of a bank, which deals in Portfolio Investment. An NRI can purchase shares up to 5% of the paid-up capital of an Indian Company on a fully diluted basis. All NRIs taken together cannot purchase more than 10% of the paid-up value of the Company. The aggregate limit of up to 24%, with the approval of its Board of Directors and its General Body through a resolution and a special resolution, respectively.

    For more information, click here.

  • What is the FDI Policy for Asset Reconstruction Companies?

    Up to 100% FDI is permitted for Asset Reconstruction Companies registered with Reserve Bank of India without government route. 

    For more information, click here.

  • Can one increase the Company's authorized capital to get more external funding?

    The authorized capital of a Company can be increased at any time as per the Companies Act, 2013 and in case the Article of Association does not allow this, the AoA can be amended by passing a “special resolution”. One may also consider getting External Commercial Borrowings.

    For more information, click here.

  • What are the pricing guidelines to be complied with given the scenario of transfer to shares from non-resident to resident?

    Listed Securities: Price to be not more than price worked out as per SEBI guidelines

    Unlisted Securities: Price to be not more than fair value worked out as per any internationally accepted pricing methodology for valuation of shares on arm’s length basis