Conversion of Partnership firm into Company

Partnership firm

Partnership firm

Short Summary

Ministry of Corporate Affairs allowed conversion of Partnership Firm into Company under Companies Act, 2013, for such conversion there is need to prepare a list of documents and required to file the same with ROC in forms like URC-1, INC-32, INC-33 and INC-34 etc.

While conversion there is need to consider the implications of income Tax provisions also like Capital Gain.

In below-mentioned article author attempt to cover up the provisions of Companies Act and capital gain implication while conversion from Partnership firm into Company.

Background

Corporatization is the need of the hour. The entire world is gradually drifting towards one global market without any trade barriers between the countries.

With the emergence of corporate work culture and promotional startup benefits, a great chunk of entrepreneurs are looking forward to corporatization.

This step can be initiated in 2 ways as enumerated below:

  1. Incorporation of a new corporate entity.
  2. Conversion of existing entity (e.g. LLP/ Partnership Firm) into a Company.

The 2nd option of conversion of Partnership Firm into a corporate entity might be practical for the existing entities to switch over from one mode of business to another.

The process of conversion is a step by step procedure, which is a technical process but if handled with expert knowledge may be time and cost saving, as well.

NO CAPITAL GAIN

The Gujarat High Court (HC) had held in the taxpayer’s case that conversion of a firm into a company was not a transfer (even before section 47(xiii) was introduced) and would not be subject to capital gains tax.

Process for Conversion

Note: Foremost Condition for Conversion is “There should be 7 (seven) or more member in the partnership firm at the time of conversion”. However, MCA has reduced this limit to 2 (Two) under Companies Amendment Act, 2017. This amended provision still not applicable as on 30.04.2018

FIRST STEP

Hold a meeting of the partners to take assent of the majority of its partners summoned for the purpose of registering the Partnership firm under Section 366 of the Companies Act, 2013.

To authorize two or more partners to take all steps necessary and to execute all papers, deeds, documents etc. pursuant to registration of the Partnership firm as a Company.

Partnership firm has to apply for Availability of the Name in RUN.

One of the major advantages is that the business can be run under the same name as that of the partnership (subject to availability of name as per Name Availability guidelines of Companies Act) the words ‘limited’ or ‘private limited’ has to be added.

SECOND STEP

On obtaining the approval of Name, file the following Form along with required documents with the Registrar of Companies within 20 days from the date of name approval.

List of Documents required filing with ROC

E-form URC-1

Company required filing e-form URC- 1 along with all the below mentioned documents:

  • A list showing the names, addresses, and occupations of all persons named therein as members with details of shares held by them
  • a list showing the particulars of persons proposed as the first directors of the company
  • an affidavit from each of the persons proposed as the first directors, that he is not disqualified to be a director under sub-section (1) of section 164 and that all the documents filed with the Registrar for registration of the company contain information that is correct and complete and true to the best of his knowledge and belief
  • a list containing the names and addresses of the partners of the firm
  • in case of a firm, deeds of partnership, bye-laws or other instrument constituting or regulating the company and duly verified in the manner provided in sub-rule (4) and in case the deed of partnership was revised at any time in the past, copies of the principal and all subsequent deeds including the latest deed, along with the certificate of the registration issued by Registrar of firms, in case the firm is registered
  • a statement of assets and liabilities of the Limited Liability Partnership duly certified by a chartered accountant in practice which is made as on a date not earlier than thirty days of the filing of form no.URC-1
  • a copy of latest income tax return of the Partnership Firm
  • an undertaking that the proposed directors shall comply with the requirements of Indian Stamp Act, 1899 (2 of “1899)
  • the written consent or No Objection Certificate from all the secured creditors of the applicant
  • written consent from the majority of Partners
  • a statement specifying the following particulars:
    the nominal share capital of the company and the number of shares into which it is divided;
  • the number of shares taken and the amount paid on each share;
  • the name of the company, with the addition of the word “Limited” or “Private Limited” as the case may require, as the last word or words thereof;

E-form INC- 33 / INC-33 / INC-34

Company required to file e-form INC-32/ INC-33/ INC-34 along with URC-1 as a linked form with all the attachment as required in normal Incorporation of Company like:

MOA & AOA (Physical in case of more than 7 subscribers otherwise INC-33 and INC-34)

INC-9

DIR-2 etc.

Conclusion

There are various ways of converting a firm to a company, viz; slump sale, itemized sale, admitting the company as a partner, dissolution thereof and on dissolution, business being taken over by the company etc.,

In view of the choices available, conversion should be made in a manner appropriate to a particular situation and in a way which is most beneficial.

INCOME TAX- CAPITAL GAIN RULINGS ON CONVERSION:

In decision of the Bombay High Court in CIT v Texspin Engineering & Manufacturing Co. (2003) 263 ITR 345 (Bom) has held that such conversion of firm into company by following the route under Part-IX of the Companies Act, 1956, does not occasion capital gains, since there is no transfer involved in such a case. The High Court after considering the provisions of Cos. Act, provisions of income tax relating to capital gains and relying on the ratio of Malbar Fisheries Company v CIT (1979) 120 ITR 49 (SC), CIT Vs. George Henderson & Co Ltd (1967) 66 ITR 622 (SC), CIT Vs. Gillanders Arbuthnot & Co (1973) 87 ITR 407 (SC), held that when a firm is registered as a company, as per the procedure prescribed under Part IX of the Cos. Act, no capital gains arising to the firm.

When a partnership firm is treated as a limited company, under Part IX of the Companies Act, the properties of the erstwhile firm vests in the limited company as they exist.

There is no dissolution of the firm. Hence section 45 (1) of the Income Tax Act is not applicable. When shares of the Company are allotted to partners in consideration of capital standing in their accounts in the firm, there is no transfer of capital assets as contemplated under section 2(47)(iii) of the Income Tax Act (i.e. compulsory acquisition, thereof under any law), as partners are getting their own right to share Capital.

In Well Pack Packaging Vs. Dy. CIT (2003) 78 TTJ (Ahd.) 448, also the same view was taken that, corporatization of the firm under the part IX route did not attract liability to Capital Gains in the hands of the firm.

In Vali Pattabhiram Roa v Shri Ramanuja Ginnning & Rice Factory (P) Ltd. (1986) 60 Comp case 568 (AP), the Court has held that there is no transfer under general law if the constitution of the firm is changed to that of a company by registering it under Part IX of the Companies Act, as there shall be statutory vesting of title of all the properties of the firm in the newly incorporated company without any need for a separate conveyance.

QUICK QUESTION – CONVERSION

How to file the Conversion form in case of more than 7 partners in the Firm?

In case of more than 7 partners in the Firms at the time of conversion into Company then Company have to file Scan copy of Physically prepared MOA & AOA.

In above-mentioned situation, the company have to file URC-1 and INC-32.

No need of INC-33 and INC 34 in the above-mentioned situations.

Whether at the time of Conversion whether Latest Partnership deed shall be attached in the form URC-1?

As per Rules, at the time of Conversion partnership firm have to file “copies of the principal & all subsequent deeds including the latest deed” with the ROC in e-form URC-1

Whether the certificate of registration issued by the Registrar of Firms is Mandatory?

Certificate is mandatory only in the case when the firm is registered with Registrar. In other cases, there is no need to attach certificate.

Whether e-MOA & AOA can be filed in case of MOA & AOA is signed by a person at a place outside of India?

In case of incorporation of a company where any of the subscribers of the MOA/AOA is signing at a place outside India, MOA & AOA shall be filled with INC 32 in the respective format as specified in Table A to J in Schedule I without filing form INC 33 and INC 34. (Means Physical attachment of MOA & AOA in e-form INC 32)

How many DIN can be applied through SPICE Form?

Maximum three DIN can be applied through SPICE form. If the applicant wants to incorporate Company with more than 3 Directors & more than 3 persons doesn’t have DIN. In such situation applicant have to incorporate Company with 3 Directors & have to appoint new directors later on after incorporation.

Whether there is need to file any separate form for PAN & TAN?

No need to file any separate form. Details in relation to Area Code and other details shall be mention in the form INC-32 itself and PAN & TAN shall be generated with Certificate of Incorporation.

Caution to be taken by Professionals
Obtain engagement letter from the subscriber: As per certification in e-form SPICE i.e. INC-32, a professional declares that he has been engaged for the purpose of certification Therefore it is advisable to obtain an engagement letter.

Verification of original records pertaining to registered office: As per certification in e-form Spice i.e. INC-32, a professional declares that he has verified all the particulars(including attachments) from original records.

Ensure all attachments are clear enough to read: As per certification in e-form Spice i.e. INC-32, a professional declares that all attachments are completely and legibly attached.

Ensure registered office of the company is functioning for the business purposes of the company: As per certification in e-form Spice i.e. INC-32, a professional declares that he has personally visited the registered office.

Take a declaration to the effect that all the original documents have been handed over after incorporation. Since as per section 7(4) copies all documents/ information as originally filed should be preserved at the registered office of the company, therefore a professional should take a declaration while handing over the incorporation documents.

MCA Circular 10/2014: According to this circular ROC/RD in case of omission of material fact or submission of false/incomplete/ misleading information can after giving opportunity to explain refer the matter toe-governance division of MCA, which in turn may initiate proceedings under section 447 and/or ask the respective professional institute to take requisite disciplinary action.

CaClubindia.com

Loan to Group Companies under Sec 185(2)

seeking-loans-for-a-small-business

SHORT SUMMARY

In this Research editorial, the author begins by referring the provisions of Section 185 of sp chopra, 2017 (Loan to Directors and entities in which directors are interested).

The main focus of this research editorial on ‘Whether a Company can give loan to other Companies or Body Corporates in which their directors are interested’ If NO, why? If yes, then what are the Compliance a company required for the same’.

BACKGROUND

Section 185 of Companies Act, 2013 corresponds to section 295 of the Companies Act, 1956, section 86D of the Indian Companies Act, 1913 and section 190 of the English Companies Act, 1948. It has been made effective from 12-9-2013

This refers that “Companies Act likely to jolt Corporate World”. Section 185 of the Companies Act, 2013, which puts restrictions on inter-corporate loans, jolted the corporate world.

Until now, Companies were in the habit of borrowing funds from banks and passing them on to subsidiaries and associate companies through inter- corporate loans.

The holding companies never bothered to comply with the terms of the loan agreement when it concerned the deployment of the borrowed funds.

The banks never monitored such fund deployment. Many amendments has been made under this section since its notification.

WHAT IS TERM ‘LOAN’

Section 2 of Companies Act, 2013, does not define ‘loan’. A loan is defined by the Oxford English Dictionary as ” a thing lent; something the use of which is allowed for a time, on the understanding that it shall be returned or an equivalent given, a sum of money lent on these conditions and usually with interest.

The Supreme Court in the case of Shree Ram Mills Ltd v. Commissioner of Excess Profit Tax, MANU/SC/0054/1954 ;

PROVISION AS PER COMPANIES AMENDMENT ACT, 2017

Section 185 of Companies Act, 2013 has been completely substituted by New Section 185 under Companies Amendment Act, 2017 (CA, 2017 got president assent on 3rd January, 2018. Due to Complete substitution there are many changes under this section as mentioned below.

Language of Section 185

  1. No Company ( Private & Public)
  • Directly or Indirectly
  • Advanced any loan, including Blood Debt
  • Or any Guarantee or provide any security in connection with any loan taken by

Following Persons

  • Any director of Company, or
  • Any director of a Company which is its Holding Company, or
  • Any partner of Director of lender company, or
  • Any relative of Directors of Lender Company, or
  • Any firm in which any of Director of Lending Company is Director, or
  • Any firm in which any relative of Director of lending Company is Director.

Points to be Kept in Mind while Complying according to this Section

  1. This Subsection applicable on Public Limited as well as Private Limited Company (whether small, OPC, Start ups etc.)
  2. Guarantee or Security in respect of only ‘Loan’ is covered.
  3. Only individuals/ firms are covered in sub section 1.
  4. Companies / body corporates are not covered in above sub section

Following loan can be given by company to Any Person in whom directors are interested after fulfilling the Conditions mentioned below:

  • Advance any loan, including loan represented by a book debt
  • Give any guarantee in connection with any loan taken
  • Provide any security in connection with any loan taken

Any Person:

  • Any Private Company of which any such Director is a Director or member; I
  • Body Corporate in which 25% or more voting power rests with one or more directors;
  • Body Corporate whose Board accustomed to act on directions of BOD or Directors of lending company

Conditions:

  1. Special Resolution passed by the Company in General Meeting.
  2. The loans are utilized by the borrowing company for its principal business activities.

Points to be Kept in Mind while Complying according to this Section

  • If borrower is Private Limited Company having common directors/ members then by using this sub section loan can be given.
  • Body Corporate includes LLPs, therefore as per, point (ii) of any person L/G/S can be given to LLP also. [Condition 25% or more voting power vested with one or more director of lender Company together].

Food for Thought:

  1. In case of Borrower if Public Limited Company and having common directors from Lender Company then whether Lender Company can give L/G/S ?
  2. Issue under Income Tax Act in case of loan given to a Company in which Director of Lender Company are members?
  3. What is meaning of ‘Principle Business Activity’ for the borrower?

PROCESS OF GIVEN OF LOAN UNDER SECTION 185

As per above mentioned provisions of Section 185 (1) & (2) a Lender Company can give loan to following below mentioned person / entities.

Situation I: In case of Lender Company giving loan to any entities (Group Private Limited Companies) as mentioned in Section 185(2)

  1. Holding of Board Meeting: Lender Company have to hold a Board Meeting;
  • Pass Board resolution [u/s 179 (3)(f)] (Passed Unanimous Board Resolution as per Section 186(5))
  • Pass resolution to call Extra ordinary General Meeting
  • Issue Notice of EGM
  • Check Limit of Loan/ G/ S as per Section 186(2) whether it is in limit or not.

2. If Lender Company is Public Company then file the Board Resolution in e-form MGT-14 with Roc with in 30 days from the date of Board Meeting.

3. Convening of General Meeting: Hold the EGM and pass the Special Resolution for granting loan, guarantee or security by mentioned following information in the Explanatory Statement:
Full Particular of the loans given; or

  • Guarantee given or security provided and
  • The purpose for which the loan or guarantee or
  • security is proposed to be utilized by the recipient of the loan or guarantee or security and other relevant facts
  1. File MGT-14 with ROC: File copy of Special Resolution along with explanatory statement with ROC in e-form MGT-14 within 30 days of EGM.
  2. Declaration from Borrower: Take a declaration from the borrower Company that it will use this Loan for the Principle Business Activity only.
  3. Limits of L/G/S u/s 186(2): Check whether loan is in limit u/s 186(2) if not then whether Special Resolution for such has been passed or not.

Limits as mentioned below:

  • 60% of Paid up share capital + Free Reserve + Securities Premium Account OR
  • 100% of Free Reserve + Securities Premium Account

4. Approval of Public Financial Institution: If Loan is not covered in above mentioned Limit or there is any default in repayment of loan instalments or payment of interest by lender to public financial institution then before initiation loan to borrower take approval of public financial institution also.

5. Disclosure by Lender: As per Section 186(4) Company shall disclose in the Financial statement full particular of Loan/ G/ S and purpose for which such L/G/S is proposed to be utilized by borrower.

6. Interest on Loan u/s 186 (7): Loan shall be given at a rate of interest not lower than the prevailing yield of one year, three year, five year or then year Government security closest to the tenor of the loan.

CaClubindia.com

A Good News For NRI(s), About Taxation : By AAR.

nri_desk

nri_desk

You work hard day and night to earn good enough to attain a healthy and comfortable life style for yourself and your family. As being part of civilized society you also pay part of your income to government as Taxes. Well most of people think why even we pay taxes to government, which sounds pretty fair and natural question that arise in our head. Most people found that only reason to pay taxes is to avoid the legal action that can be taken against you for non-payment of taxes; But this is not the only reason to pay tax. Actually taxes are very important for the survival and growth of any nation. All the facilities that government provides, like education, health, infrastructure, other developments and especially defense of our nation rely on these taxes heavily. So Taxes are very important.

Now comes an another question how much and what taxes are to be called fair one? and which sound as the unfair ? Well we are in bit of luck that we live in free and democratic nation and our governments keep working on revising the taxation system and process time to time. And one such relief is provided to Non- Residential Indians ( NRIs) by AAR , so that they can save their money to be charged by double tax.

What is AAR ?
Before going in details about the new relief to NRIs let us understand what is AAR and its role in world of taxes. AAR stands for The Authority for Advance Rulings is a government body which takes important decisions regarding tax matters. It has responsibilities to provide the facilities of ascertaining the income tax liabilities of Non- Residential Indians (NRIs) and other special categories of residents. This body is run and managed by the chairman who is retired judge of supreme court and two other officials who are of rank of Additional Secretary to the govt. of India.

A Relief to NRIs by AAR.
According to the new ruling by AAR, the salary income of non- residents for the service they rendered overseas shouldn’t be taxed in India even when paid into bank account in India. Well its surely a relief to such NRIs as it save them from paying double tax on same income one in abroad and one in India. Let’s take a look on important points of this ruling:

  • As per the domestic tax law, which states that, ‘ tax could be charge on any income once, means and income which is been charged with tax already cannot be charged with tax again.’ So the NRIs who render their service overseas are being taxed on income on their respective country so their salary won’t be taxable in India.
  • Indian Residents are liable to pay tax on their global income irrespective of that where it is earned. And in case of NRIs the only income which they acquires here ( means in domestic region) like rent from the property in India or interests on investments/Bank savings is liable to taxes in India.
  • According to the India-US tax treaty, it’s the place where the employee perform his/her duties and not where the income is received. AAR also held that where there is no Tax- treaty, this ruling come in role as per the Domestic Tax Laws.

Well this is certainly a big relief to many NRIs, who move out to look for better opportunities and provide a better lifestyle for their family and themselves. For More detail about taxation and other accounting /management help contact SP Chopra & Co. @spchopra.com.

E-Way Bill: The First Step of Revolution in The Trade System

“Mom: ‘Could you bring 10kg of rice from the nearby grocery store.’ Son: ‘Of course mom.’ (Son walks to store and complete the order by mom). ” Well wish all transfer goods could be that simple. Transfer of any good (mainly for trade purpose) from one place to another is not just as simple as it sounds. It’s not only the size of consignment /goods or time which is the main concern; It’s actually documentation and legalities which brings the major concern for the traders. Timely and hassle free transaction of goods is what all require in today’s Trade World. E- Way Bill, is one of the solution or you can say relief for trade world.

What is E – Way Bill?
As you get a simple hint by its name itself, which is Electronic Way Bill. So for every transfer of goods of value more than Rs.50,000, a registered user can easily generate E-Way Bill online by Web portal or Mobile Application. It actually came into effect on 1st April 2018, mandated by govt. in terms of section 68 of the Goods and Services Tax (GST) Act.

How to Generate E- Way Bill?
If you are familiar with internet, computer and Smart phone, then E- Way Bill is no Big Deal you can get it with tap of your fingers online. All you have to do is register yourself on Web Portal which can be done with few simple steps.

  • Visit E-Way Bill Portal.
  • Go to Registration >> Click E- Way Bill Registration.
  • Enter GSTIN
  • Generate an OTP ( on your registered Mobile No. )
  • Create a new User ID and Password.

(Note: This is for GST registered user)

For Unregistered (GST) Transporter: They will be issued a Transporter ID.
When Registered (GST) receiver receive Goods from Unregistered Supplier, then receiver have to generate the E- Way Bill.

Steps to Generate E- Way Bill:

  • Login to E- Way bill system
  • Under E-Way Bill >> Click ‘Generate New’.
  • Fill Up the Form and required Details.
  • Submit.

You can also Print E- Way Bill.

Advantages and Disadvantages of E- Way Bill:

Advantages:
Less Documentation: The biggest Advantage of E- Way Bill is that it reduces the Documentation procedure and made it way easy as you can generate it sitting at your home or office.

Cost Efficient: It will reduce the logistic cost and tax avoidance also get reduced.

Will enhances the efficiency of Transportation: As the load of documentation is reduce, which means less paper work and hassle free movements of transport and thus will make it efficient and speedy.
It is Very user friendly, via use of web portal or mobile app; Dealers can self download it anywhere at anyplace easily.

Disadvantages:
Lack Of Internet Connectivity: Internet connectivity is still not perfectly established in many part of India Properly so this is big concern.

Different Opinion: Different states have different opinion about it and many want to implement their own system.

Glitches in Generating Bills: As it’s still going under changes and modifications so its facing some technical glitches sometime.

E- Way Bill is a New Revolution in the world of Indian Trade System. We will keep learning about it and it will keep learning and getting better as the time progress. For any further Details Contact SP Chopra & Co. is one stop solution for all your business problems so feel free to contact them and run your business with smoothness and smile.

Responsibilities to be Handle with Care: Routine Compliances Matters

Routine Compliances

Routine Compliances

Starting a Business in 21st century is way easy, then actually running it in this competitive world. Loads of responsibilities and obstacles breaks heart and soul of many business personality during their journey. Survival is the first step of success as most of the firms are not even able to survive for short periods like 2-3 years. In such environment of competition maintaining data, records and managing compliances is the biggest task that every firm have to deal with. Here you need experts and professionals like SP Chopra & Co. to take care of your belongings more professionally and with great responsibility.

What is Routine Compliance Matters?
There are lots of matters which are to be taken care of while running of business. Many of those are of unproductive nature but are very important for smooth functioning of the firm. Routine Compliance Matters are mostly which have to be taken care of timely and with great care. These are essential documentation and set ups which are to be done and maintain properly time to time. So better give these responsibilities in hands of capable professionals like SP Chopra & Co. so that you can focus on the core functions of your business enterprise without any worry. Let’s see what SP Chopra offers you in this service :

• Convening, Holding and Drafting of the minutes of Directors and Extraordinary General meetings : Managing the minutes of director and holding up the General meeting is not that easy as it sounds; as one have to go through a proper procedure and documentation which consumes part of important and productive time so, if it’s been handle by some professionals then it sounds great for the smooth functioning of the firm isn’t it ?

• Constitutional Changes: It includes changes in name of the company, registered address, place of business , objects of business, financial year, increase/decrease of registered share capitals and so many more which SP Chopra & Co. will manage for you.

• Changes in Company’s Management: It refers to changes that happens in directors means their removal, resignations or appointment.

• Company incorporation and branches establishments, including Corporate documents for various uses: This includes all the paper work/documentations and certain formalities regarding establishment of branches and incorporation of the firm.

• Voluntary liquidations and deletions of companies and place of business: This means the procedure and formalities related to deletion or liquidation of companies and place of business.

• Simple (inner groups) share transfers, share issues: This includes procedure while transferring or issuing of shares among the inner groups of the firm like directors and so on.

Well SP Chopra & Co. have a lot to offers and this is just small overview on Routine Compliance Matters. Let SP Chopra & Co. reduce your loads of responsibilities so that you can focus on the core functioning of your business carefree.

Steps which are not meant to Skip: Periodic Compliances

Periodic Compliances

Periodic Compliances

Running a business in today’s World is not a joke. There are lots of things to be taken care of while running a business of any size. The bigger the size of the business, greater the responsibilities.  Keeping the record and maintaining the necessary documentation is actually the bigger responsibilities these days then running the productive operations. Thus Periodic Compliances comes as in greater role for any business organization.

What is Periodic Compliance?
Generally Compliance means keeping up with the set rules, policies, law or standard; and Periodic means timely or we can in a regular interval, like monthly, quarterly and so on. Thus Periodic Compliances mainly refers to recording, maintaining, filing or submitting the necessary documents and informative data timely or in regular intervals.

S P Chopra & Co. Provides complete Solutions for Periodic Compliances. Being a Reputed and one of the India’s top CA firm, SP Chopra Company provides you the best solutions for all these important aspects of your business, for the smooth functioning. SP Chopra & Co. Now as big load of responsibilities would be taken care by reputed professional one can focus on the core functioning without any worry. Let’s see what are the major Compliances to be taken care of:

Permanent Account Number/ Tax Deduction and Collection Account Number (PAN/TAN). These are some important identification number for any business firm which are require for the taxation purpose and legalizing the existence of the firm.

GST ( Good & Services Tax)
GST is the new revolution in taxation in India, basically an indirect tax which has replaced many other indirect taxes, in order to simplify taxation system ease the functioning and tax valuation for the business individuals and organizations.

Income Tax Calculation
This is one of the most important part of these compliances, and every business firm or business individual has to keep up with to avoid any sort legal issues which might risk the working of the firm. It involves a detailed calculation keeping in mind the various activities and transactions.

TDS Compliances
Tax Deducted at source ( TDS) is one of the well known mode of collecting income tax at the very source of income itself. In this basically the firm pays the part of income tax of their employees on their behalf, and that’s also been mention on their salary slab and statement. So firm have to keep the track of this to make it work properly and systematically.

E-Filing of Income Tax return
It’s basically means Filing of Income Tax return via internet, through e-forms, in which one have to fill the necessary details accurately.

Tax Planning
Tax Planning basically refers to analyzing financial situation of business firm of individual from tax point of view. It’s done to ensure the tax efficiency and make effective financial plan.

Tax Audit
Tax Audit is means review or examining the books of accounts of business organization or individuals for the purpose of computation of income and tax and helps in filing the returns.

Tax calculation for small Retails & Trading business
SP Chopra & Co. also take care of the tax valuation and other needs for the small Retails & Trading business.

Advance Tax
In simple words as the name suggest itself Advance tax means paying tax in advance. It can be done by estimating the taxable income for the relevant year and paying it in equal parts throughout the year instead of paying whole at the end.

Transfer Pricing
It is basically refers to the value attached to the goods and services being transfer between the related business entities.

Minimum Alternate Tax (MAT)
MAT or Minimum Alternate Tax is actually for business firm to make them pay minimum Income tax.

Filing Tax Returns
It’s the form which is meant to be filled properly and submit it by time. It declares the actual taxable income, deductions and tax payments. to ensure the proper valuation of tax.

There are many more Compliances which SP Chopra & Co. can take care like:
• Income Tax  Calculation as per Income Computation Disclosure Standards  (ICDS).
• Certification of Tax Compliances ( Form 15CA / Form 15CB ).
• Advising on Taxability of Foreign Remittances and receipts.
• VAT / Sale Tax.
• Service Tax.
• Excise.
• Custom.

SP Chopra & Co. is one stop solution for all such Compliances which are to be taken care of periodically. Let them Handle your load of responsibilities with professional gesture and attitude and leave the worry out of your way to success. SP Chopra & Co. will handle all your Periodic Compliances timely and professionally.

Revolutionary Payment System: The Digital Gold Bitcoin

bitcoin

bitcoin

The revolutionary payment system of the 21st century; Bitcoin is becoming the future of monetary transactions. It has drawn the world’s attractions towards it and is like stick to the tongue of business personalities, individuals, investors, government bodies of many nations, banks, it’s almost like everyone who heard this name is either curious to know more about it or deeply interested in it. Bitcoin is basically a Decentralized crypto currency.

What is Crypto currency?
Before going on to Bitcoin let us understand, what crypto currency means? Crypto currency is basically another name for digital currency that uses cryptography to secure its base and verify or keep check on transaction. So crypto currency is digital currency which is used as medium of exchange for the various kind of transactions, Digital Currency can be further classified into two categories i.e. Centralized and Decentralized.

Centralized: These are which actually controlled and regulated by government, banks or any organizations which issues them.

For example: Points you been rewarded by bank for swiping your credit cards and making transactions, and you could redeem these points for money or doing shopping and so on.

Decentralized: These are not controlled or regulated by any organization or government, means it can’t be flip out for any private or specific motive. And thus are effected by open market forces instead . Bitcoin is the biggest example of Decentralized Crypto currency today.

Little about Bitcoin.
Today Bitcoin actually don’t have any specified owner as it is Decentralized digital currency; the creator or we can say inventor is unknown but said to be designed by people or group of people under the name Satoshi Nakamoto. It is the first of its kind and was released in 2009 as the open sources software. It is also been named as Digital Gold and getting the prime interest of the investors worldwide. Though reviews and lawful policies for it, is still bit doubtful in many countries. But many of your detailed doubts about its functioning in India could be cleared by S P Chopra & Co. and will provide you the best advisory regarding all risk factors and legal matters related to it. Indian Government haven’t fully welcomed it yet, but it doesn’t mean it’s illegal here just its not legal tender of exchange by RBI till now.

Let us understand some basic advantages and disadvantages of Bitcoin:
Let’s start with Disadvantages first to get better picture by the end of this blog and might get some positivity.

# Lack of proper Information and Knowledge: Though there is ton of information available on internet about Bitcoin, Still there is some kind of incompleteness, which leaves many question unanswered with you. So better contact spchopra .com and they will provide you the answer of all you doubts.

# Risk and Instability: investing in Bitcoin does involves certain amount of risk, though it’s very secured but yet unstable as being effected by market forces like demand and supply.

# Cyber Threat: is also there like hacking and all but is very minimal effect as having strong privacy and secure features.

Now let’s us get some positive sides means Advantages of Bitcoin.

# Peer to peer network: This means it makes fast transactions anywhere in world without any waiting of central authority for clearance or so. The transactions are verified by network nodes which uses Cryptography.

# Control: Users have full control over every transactions and merchant or any can’t charge any extra fees.

# It is Safe and Secure: as well, as no personal information is tied with their transactions.

# Even personal information: being hidden, it’s still transparent as every transaction is available for public in public distributed ledger called Block Chain.

# Either there is no fees: at all or Very low fee for any transactions.
There is lot to know and understand about Bitcoin. So Just contact S P Chopra & Co. by visiting spchopra.com if you are looking for best advisory and information especially in India regarding the role of Bitcoin & Crypto currency.

Outsourcing: A Step to get Ahead in this Fast Moving World

A Step to get Ahead in this Fast Moving World

A Step to get Ahead in this Fast Moving World

21st century, and the world is moving way to fast to catch the pace of time. Technology and living standard are having continuous changes for making everyone’s life easy and comfortable; But doing business in today’s world isn’t easy at all. Things changes so rapidly that all have to keep up with it or the survival would be tough, but if things have become tough then there are solutions available all around as well. we would e talking about one such solution i.e. Outsourcing . Outsourcing make functioning and expansions of the firm so smooth which give aid to your complete management.

What is Outsourcing ? How it works?

Doesn’t it feel good when someone carry your extra baggage and reduces your burden; Well surely you feel bit of relief and lighter. And such friends who take your responsibilities as their own, are the true friends indeed; This is all what Outsourcing is about. There are many firms which provide the services and any firm can easily outsource their process to such firms, and then they will start working on their behalf. In other words, its basically means an agreement in which one firm contract out their existing internal activity and other company take that contract and run that process on the behalf of their clients.

Let us understand it by simple example suppose there’s family guy name ‘Ashok’ who have two children and loving wife. Now one day he stuck in a situation , his wife is sick and his grandma is coming to visit them and he have to pick her from the airport but the problem is that he have to pick his kids from school as well and at same time. So either he can pick grandma from airports or the kids. It’s the tough situation right? He called his friend ‘Vikas’ and told him about the situation and luckily Vikas offered his help; he told him that he would pick grandma from airport as he would be passing by airport. So Ashok was lucky that his friend Vikas Sorted out his problem.

Similarly Outsourcing firm are the friends like Vikas who share part of your responsibilities as their own. They can be any individual ( free lancing) or some group of Individual ( with organizational set up ). So Business Process Outsourcing (BPO) and Knowledge Process Outsourcing (KPO) is a lot in trend these days as it is cost efficient, time saving and great help in expanding. Just you need to choose a great friend of business world like SP Chopra & Co.

What are the benefits of Outsourcing ?

Outsourcing does have many great advantages which help the firm’s efficiency to chase new limits. it take away the excess task of your organization, so that your firm can work on their core functions better. Business process like Payroll, Accounting, Selling & Distribution and other essential part of business operations and most of them are not of productive nature but do add excess cost and does bring certain limitations in growth. There are many things to watch out for like count of employees, government rules & policies, hiring professionals is very costly, infrastructure and many more such important things. All these raise cost and responsibilities and does make things bit complex. Outsourcing don’t erase cost completely but does reduce to great extent as u don’t have to set up a specified department, hire professionals for that and also reduce the cost of infrastructure, and even you can get better services without any issues. And the Outsourcing firms take care of all the matter more carefully and professionally at lesser cost.

When you trying to expand your business internationally then issues are even higher and so does the costing as there is always huge difference in policies, taxes and law of different nations. So outsourcing becomes the better option as they take care of everything by their team of professionals. Legal matters and advisory , Structure and processing, the handle all these more professionally and smartly. Just have to choose right one like SP Chopra & Co. which is one of the top reputed firm in India and provide their great services and also have experience of many decades.

A Little about SP Chopra & Co.

SP Chopra & Co is about 65 years old establishment and this global Charted Accountant Firm is one of the top rated firm in India. They are the third largest Global Association of Independent Accounting Firm which also one of the 10 Prestigious firm as member of Prime Global and you can understand them even better by visiting spchopra.com.

Outsourcing beyond the nation Boundary is very big step and does require lot, SP Chopra & Co is the best choice for this purpose as their vast knowledge, experience and big team of professionals will guide you the best with all sort of advisory from legal aspects to basic functioning of the firm in India. So definitely being partner with SP Chopra & Co will take your firm growth to higher level and would make the functioning smooth and easy. They have complete solutions for your needs from financial advisory to accounts, audit and taxation and so many more.

Just visit spchpora.com for better details.

SP Chopra & Co End-to-end Services

Financial Marketing Process

Financial Marketing Process

Phase- I: Pre-IPO Capital Restructuring & Preparation

Under the phase, we shall assist you in preparing for IPO and listing on SME Exchange. The services under this phase shall include the following:

Assistance in devising appropriate capital restructuring plan;
Assistance in statutory compliance management and setting up minimum corporate governance practices expected by a listed company from the perspective of the following rules / regulations:
Companies Act, 2013
Listing Agreement applicable for SMEs
BSE listing norms
SEBI ICDR Regulations;
Assistance in appointment of market intermediaries and other parties including the following;
Underwriters
Market Makers
Registrars to Issue
Bankers to Issue
PR Agency, Printer etc.;
Assistance in devising a complete IPO plan and strategy including the likely post-issue shareholding distribution pattern.

Phase- II: Documentation Preparation

We shall assist you in drafting of IPO Offer Document and other important agreements, documents and resolutions necessary for an SME IPO process. An indicative list of important documents is as under for easy understanding:

IPO Offer Document
Tripartite Agreement with NSDL, CDSL and Registrar to Issue
Underwriting Agreement
Market Making Agreement
Agreement with Bankers to Issue
Agreement with Registrar to Issue
Board / Shareholders’ Resolutions
Certificates, Letters of Representations etc
Draft of public advertisements, notices etc
Forms / Applications to be filed with BSE, ROC and other regulatory office.

Phase- III: Offer Management

Once all pre-IPO preparations would be over including meeting the eligibility criteria, appointment of other market intermediaries, and drafting of offer document, we shall initiate the actual process of IPO. Our services under the phase shall include end-to-end IPO activities :

Filing of IPO Offer Document with BSE and other regulatory offices like SEBI and ROC;
Follow-up with BSE and ROC for their approvals;
Coordinating and assistance in interview with SE Listing Advisory Committee,
Assistance in execution of agreements with other market intermediaries;
Assistance in launch of IPO and coordinate with other parties including PR Agency, Printers for adequate public advertisement, distribution of application forms as required statutorily;
Monitoring the flow of applications and keeping a real-time discussion with the management of the Company;
Coordinating with bankers and registrars for deposit of application moneys and finalization of allotment list in consultation with the stock exchange.

Phase- IV: Listing Assistance

Finally, post IPO closure and finalization of allotment, we shall initiate the activities for listing of equity shares of the Company on SME Exchange. Our scope of services under this phase shall include the following:

Assistance in completing allotment of shares to the successful allotees
Preparing listing application
Filing of listing application with Stock Exchange(SE)
Follow-up with SE and obtain listing approval
Assist in trading formalities and obtain SE’s trading approval
Assist in making required public disclosures as required statutorily
Coordinating for continuous market making for 3 years

 

SPC – Companion in Process

SPC – Companion in Process

SPC – Companion in Process

Phase- I: Pre-IPO Capital Restructuring & Preparation

Under the phase, we shall assist you in preparing for IPO and listing on SME Exchange. The services under this phase shall include the following:

Assistance in devising appropriate capital restructuring plan
Assistance in statutory compliance management and setting up minimum corporate governance practices expected by a listed company from the perspective of the following rules / regulations:
Companies Act, 2013
Listing Agreement applicable for SMEs
BSE listing norms
SEBI ICDR Regulations
Assistance in appointment of market intermediaries and other parties including the following
Underwriters
Market Makers
Registrars to Issue
Bankers to Issue
PR Agency, Printer etc.
Assistance in devising a complete IPO plan and strategy including the likely post-issue shareholding distribution pattern.

Phase- II: Documentation Preparation

We shall assist you in drafting of IPO Offer Document and other important agreements, documents and resolutions necessary for an SME IPO process. An indicative list of important documents is as under for easy understanding:

IPO Offer Document
Tripartite Agreement with NSDL, CDSL and Registrar to Issue
Underwriting Agreement
Market Making Agreement
Agreement with Bankers to Issue
Agreement with Registrar to Issue
Board / Shareholders’ Resolutions
Certificates, Letters of Representations etc
Draft of public advertisements, notices etc
Forms / Applications to be filed with BSE, ROC and other regulatory office

Phase- III: Offer Management

Once all pre-IPO preparations would be over including meeting the eligibility criteria, appointment of other market intermediaries, and drafting of offer document, we shall initiate the actual process of IPO. Our services under the phase shall include end-to-end IPO activities :

Filing of IPO Offer Document with BSE and other regulatory offices like SEBI and ROC;
Follow-up with BSE and ROC for their approvals;
Coordinating and assistance in interview with SE Listing Advisory Committee;
Assistance in execution of agreements with other market intermediaries;
Assistance in launch of IPO and coordinate with other parties including PR Agency, Printers for adequate public advertisement, distribution of application forms as required statutorily;
Monitoring the flow of applications and keeping a real-time discussion with the management of the Company;
Coordinating with bankers and registrars for deposit of application moneys and finalization of allotment list in consultation with the stock exchange.

Phase- IV: Listing Assistance

Finally, post IPO closure and finalization of allotment, we shall initiate the activities for listing of equity shares of the Company on SME Exchange. Our scope of services under this phase shall include the following:

Assistance in completing allotment of shares to the successful allotees
Preparing listing application
Filing of listing application with Stock Exchange(SE)
Follow-up with SE and obtain listing approval
Assist in trading formalities and obtain SE’s trading approval
Assist in making required public disclosures as required statutorily
Coordinating for continuous market making for 3 years

SME Listing – Way Forward…

1) Appointment of Merchant Banker
2) Restructuring of capital
3) Due Diligence & Pre-IPO preparation
4) Valuation and Preparation of Offer Document
5) Marketing Strategy
6) Appointment of other intermediaries
7) Filing of Offer Document with BSE & Others
8) Issue Management & Share Allocation
9) Listing & Market Making

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SP Chopra & Co End-to-end Services