HPACS Consulting

1 HPACS Consulting Corporate Governance, Advisory, Assurance and Legal Compliance Services WHO WE ARE. HPACS Consulting was promoted in February 2006 by Mr. Hemant Paliwal, Managing Part- ner of Hemant Paliwal & Associates (a firm of Company Secretaries) estab- Extensive lished in February 1999, corporate who has a wide and exten- experience of sive corporate experience of over thirty over thirty years. The firm years has a dedicated & client committed, team of Compa- ny Secretaries, Chartered Accountants, Cost Accountants, Lawyers, MBA's and Engineers from premier institutes specialized in their re- spective practice areas, with rich and wide ex- perience. OUR FOCUS. COMPLIANCE & TRUST BUILDERS. We take care of your business viability stud- ies, assurances, advisory, legal, administra- tive and secretarial assignments, either on- site or off-site, fo- Business viability cusing not just on studies, assurances, where your company advisory, legal, is, but on where you administrative and want it to be.

2 We secretarial assist companies assignments. worldwide, assist shareholders, direc- tors, company secretaries and members of close corporations by offering co-developed solutions using technical expertise, access to knowledge and timeout delivery. OUR SERVICES. Single window for all corporate services Services under the Companies Act 2013. Services under the Securities Exchange Board of India Act, 1992. Services under Foreign Exchange Management Act 1999. Corporate Affairs Services Accounting Advisory Services Taxation Advisory Services Technology Law and Intellectual Property Rights Competition Law & Anti-Trust Services Dispute Resolution Insolvency and Liquidation Sick Companies BREIF OF OUR SERVICES. Company Law an and Foreign companies operating as a Branch office in India.

3 Incorporation of New companies and Limited Liability Partnerships. Organising and conducting Board Meetings via Video Conferencing for Companies and cir- Compliances Services under the Companies culating minutes. Act, 2013 and uploading Statutory Forms. Organising Annual General Meetings and Maintaining statutory secretarial records and Proxy Management Services for Companies. statutory books electronically through on our in house software and generate reports/ Organising Postal ballot and e-ballot services statutory registers and circulating them in- and working as scrutinizers for certifying the stantly anywhere in the world via email. voting results. Secretarial Audit as required under the provi- Advisory services to the Directors of the com- sions of the Companies Act, 2013.

4 Panies on phone calls, Video calls, by e-mails or in meetings. Certification of Annual Return in accordance with the provisions of Companies Act, 2013. Charge filings and Search Reports for lending banks and Financial Institutions from Regis- Advisory Services on the constitution of Board trar of Companies. of Directors, Independent Directors, women Directors, small shareholders Directors, Audit Conducting due diligence on a company or Committee, Remuneration and Grievance generating any other specific search reports in Committee. respect of the companies from the records available with the regulatory authorities Complete support and advisory services for (Registrar of Companies). implementation of Corporate Social Responsi- bility in compliance with the provisions of the Complete company Law legal advisory and Companies Act 2013.

5 Transactional services for amalgamation, re- construction, reorganization and winding up Drafting Director's Report and Board Evalua- of companies. tion Statement as required under the provi- sions of the Companies Act, 2013. Prosecuting Class action lawsuits under the Companies Act, 2013. Procedural filings with the regulatory authori- ty (Registrar of Companies) on behalf of Indi- Winding up of companies of India (SEBI) Audit of Stock Brokers, Depos- itory Participants & Registrar and Transfer Advice on the winding-up of Company and all Agents. allied matters. Preparation of Statement of Affairs for sub- mission to Official Liquidators. Services under Foreign Exchange Management Act 1999. Appearing before the Official Liquidator and the concerned High Courts in India.

6 Complete support to Foreign Companies who wish to start business in India under the gov- Business advice on shifting, buying and sell- ernment's Foreign Direct Investment Policy ing of Industrial properties/estates, machin- and all allied legal activities related thereto. ery and tools including documentation, as agent. Complete support to Foreign Institutional In- vestors who wish to invest in Indian Capital Market and allied compliance with SEBI and Services under the Securities Exchange Board RBI. of India Act, 1992. Complete support and transaction services in Complete support, certifications and assis- the External Commercial Borrowings, Listing tance in the implementation and compliance of Shares in Foreign Stock Exchanges, Raising of Listing Agreement. Funds via ADR / GDR / IDR and compliance Complete support and advisory services for services towards RBI under the FEMA.

7 Listing and Delisting of Shares from the Indi- Advice on legal and procedural matters falling an and Foreign Stock Exchanges. under Foreign Exchange Management Act Complete support, advisory & transaction ser- 1999 (FEMA) of India and arranging various vices to companies in implementing all Regu- approvals and compliance pursuant to vari- lations, notifications, circulars and orders of ous regulations issued under FEMA. Securities and Exchange Board of India (SEBI) Drafting reply to show cause notices and ap- issued under the SEBI Act 1992. pearing before the prescribed authorities un- Complete support in drafting replies to Show der FEMA. Cause notices issued by SEBI and making In case of defaults filing compounding Peti- representation before the Adjudicating Officer tions under FEMA 1999.

8 Of SEBI. Filing Appeal against the orders of SEBI in Securities Appellate Tribunal and allied ser- vices. As prescribed by Securities & Exchange Board Corporate Affairs Services dination with Statutory Auditors of the com- pany. Capital markets Foreign collaborations, Joint Ventures and setting up of subsidiaries in India and abroad. Advisory Services on SEBI (ICDR) Regulations 2009. Searching potential target companies for Takeovers in India and abroad as per compa- Legal advisory services in secondary capital ny strategies. market transactions Drafting Memorandum of understandings, promoter's agreements, shareholder's agree- Taxation Advisory Services ments and Commercial & legal agreements. Direct Tax Advisory Services Management Audit and implementation of Corporate Governance.

9 Advising on withholding tax obligations on payments Drafting Business Responsibility Reports as required under clause 55 of the Listing Agree- Obtaining no-objection certificates ment and for Global Companies Drafting Assisting in filing various tax returns Sustainability Reports as per Global Report- Helping during tax audit by revenue authori- ing Initiative, towards compliance of Foreign ties Stock Exchange Listing Agreements. Providing corporate tax litigation assistance, including representation services Accounting Advisory Services Obtaining advance rulings Accounting advice for complex transactions, including M&A and corporate restructuring GAAP transformation Indirect Taxes Advisory Services GAAP conversion (from local GAAP to Ind AS, Advising on collection of Service Tax, VAT tax IFRS or US GAAP, and vice versa) including and obligations on payments systems and tax support Obtaining no-objection certificates Advice on new accounting pronouncements Assisting in filing various indirect tax returns.

10 Accounting Advisory support Advising on Excise and Customs obligations Assistance and advisory in financial reporting and timely payment thereof. and analysis of accounting issues Providing corporate indirect tax litigation as- Accounting training solutions sistance, including representation services Treasury and hedge accounting support, in- Obtaining advance rulings. cluding related valuations Accounting manuals Helping during Statutory Audit in direct coor- Technology Law and Intellectual Property Insolvency and Liquidation Rights Advisory services for financial institutions to Commercial agreements. deal with the Insolvency resolution process and liquidation process. Trade secrets. Advisory services for companies to trigger the Intellectual Property litigation.