How to Prepare CS Executive Setting Up of Business Entities

How to Prepare CS Executive Setting Up of Business Entities

In this article we will provide you Tips on How to Prepare CS Executive Setting Up of Business Entities for June 2019 Exam. In previous Article we have told you about Best CS Executive Setting Up of Business Entities and Closure Video Lectures. By going through this post, you will be able to approach this subject in a effective way.

CS Executive New Syllabus Setting Up of Business Entities and Closure

Introduction: There are various business structures such as Companies, LLP, Trusts, and Societies etc. which one can choose to start a business. Choosing a form of business entity is crucial to a successful organization. The choice of a business entity will depend on an object, benefits, size of the business of such entity and many other factors. The main types of business entities in India are Sole Proprietorship, Partnership, Hindu Undivided Family (HUF) Business, Limited Liability Partnership (LLP), Co-operative Societies, Branch Office and Company which may be any kind of company including one person company (OPC), private limited company, public limited company, company limited by guarantee, subsidiary company, statutory company, insurance company or unlimited company, company formed under section 8 of the Companies Act, 2013 or under section 25 of the earlier Companies Act, 1956.

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Various laws are applicable for proceeding to incorporate a business entity. Initial Registrations like Shops & Establishment, FSSAI, ISO, MSME, copyright, patent etc. and licences from the regulatory authorities like RBI, IRDA, GST, Income Tax, IPR etc. need to be obtained. 

Objective : 

In this scenario of various options for the kind of business entity and the plethora of laws applicable to the businesses, it becomes quite crucial to know and understand the laws associated with a particular form of the business in order to initiate successful setting up of the business and prolific closure, whenpreferred to serve the best end of all the stakeholders. Therefore, with the objective to provide the working knowledge and understanding of the various procedural requirements involved in the setting up of business entities and overview of procedures involved in closure of entities to the students

 

How to Prepare CS Executive Setting Up of Business Entities : Lesson 1 – Choice of Business Organization

The choice of a business organization is driven by a combination of several factors such as nature of  ctivity, capital requirement, degree of independence required, etc. There is no readymade formula for selecting the particular type of business organization. Tax consideration is also an extremely important factor. Company Secretaries while playing advisory role would help the clients in deciding about the type of organization one may opt for when considering to start a business. This chapter will cover the factors which are taken into account in choosing a form of business organization. Brief outline of the various forms of business organization is also covered.

How to Prepare CS Executive Setting Up of Business Entities : Lesson 2: Company: Types of Companies

Companies may be classified on the basis of their incorporation, number of members, size, basis of control and motive. On the basis of incorporation of the companies, it may be classified into Charter Companies, Statutory Companies and Registered Companies. On the basis of liability, it may be Companies limited by shares/guarantee and unlimited liability companies. Further, on the basis of number of members, they may be classified into One Person Company, private company and public company. On the basis of size, they may be divided into small companies and other companies. Besides, companies may be nonprofit companies licensed under Section 8, Government companies, foreign companies, holding/subsidiary companies, investment companies, producer companies etc. This chapter covers the concepts of various types of companies, their legal basis, special provisions and privileges for some classes of companies, distinction between different types of companies etc.

How to Prepare CS Executive Setting Up of Business Entities : Lesson 3: Part I: Charter Documents of Companies

The memorandum and articles of association of a company are the most important documents for the formation of a company and for its functioning thereafter. The memorandum of association contains the name, situation of registered office, objects, capital and liability and subscription clauses. The articles are its bye-laws or rules and regulations that govern the management and internal affairs and the conduct of its business. Both the documents are required to be registered with the Registrar of Companies at the stage of incorporation of the company. Before dealing with a company, it is advisable to read the memorandum and articles of the company to understand aspects, such as powers of Board, scope of company’s activities etc. and its relationship with the outside world. This chapter includes the concept of Memorandum of Association and Articles of Association, their purpose, contents and registration. It also covers doctrine of indoor management and Alter Ego.

How to Prepare CS Executive Setting Up of Business Entities : Lesson 3: Part II: Alteration of Charter Documents

Alterations that can be carried out in the Memorandum and Articles of Association and effect of such alterations. It also explains the legal effect of these documents. Company Secretary who is holding key position in the company must be aware of the procedural aspects of alteration of various clauses contained in the Memorandum of Association and of various regulations of Articles of Association of the Company which may be permissible under the provisions contained in Section 13 and Section 14 of the Companies Act, 2013 to be read with relevant Rules framed thereunder.

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How to Prepare CS Executive Setting Up of Business Entities : Lesson 4: Legal Status of Registered Companies

This Chapter highlights explains the characteristics of private limited company, public limited company and a One Person Company (OPC). It also provides an overview of certain other types of companies, such as Small Company, Holding Company, Subsidiary Company and Associate Company, Dormant/Inactive Company. It further explains what is a Government Company and the exemptions available to them. Company Secretary should be aware of the distinctive features of different entities.

How to Prepare CS Executive Setting Up of Business Entities : Lesson 5: Limited Liability Partnership

Limited Liability Partnership is governed by the Limited Liability Partnership Act, 2008 and the Rules framed thereunder. In this Chapter, we shall learn about the Limited Liability Partnership (LLP), its formation and registration; It also covers the features of an LLP agreement and the manner of alterations therein. LLP is required to make various compliances and file various forms with the Registrar. We shall also study the various annual and event based compliances applicable to the LLP. Being compliance professional, Company Secretary should be aware of all the compliance requirements of various business entities including Limited Liability Partnership.

How to Prepare CS Executive Setting Up of Business Entities : Lesson 6: Forms of Business Organisations

This chapter include the various forms of business organisation, such as sole proprietorship, partnership, Hindu Undivided Family and Multi State Co-operative Societies. The lesson also highlights their respective merits and demerits and the manner in which they can be registered in India.

How to Prepare CS Executive Setting Up of Business Entities : Lesson 7: Institutions Not For Profit and NGOs

In this Chapter, formation and registration of NGOs, namely, Section 8 Company, Trust and Society is included. Section 8 Company, its features, exemptions available to them and registration process. Trust, difference between public trust and private trust, exemptions available to them, more specifically, (xiii) under the Income Tax Act and formation process. Society, its advantages and disadvantages, consequences of non-registration, benefits of forming a Society and formation process. Company Secretary should have clarity with regard to institutions which are not for profit, their features and formation process.

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How to Prepare CS Executive Setting Up of Business Entities : Lesson 8: Financial Services Organisations

Different forms of Financial Services Organisations operating in India such as Non Banking Finance Companies (NBFC’S) and the various categories of such companies, Housing Finance Companies (HFC’s), Asset Reconstruction Companies (ARC’s), Micro Finance Institutions (MFI’s), Nidhi Companies and Payment Banks. This Chapter also explains the process of registering such entities.

How to Prepare CS Executive Setting Up of Business Entities : Lesson 9: Start-ups and their Registration

Startups have emerged as a fast-growing business model. This chapter will deal with the evolution of Startups in India, the Startup India Policy, developments initiated in various States to encourage Startups, the exemptions available to them and the registration process. The Chapter also deals with the different kinds of Debt financing and Equity Financing which can be raised by Startups and the concept of MUDRA Banks. It also includes the benefits/ exemptions given to start ups, different financing options available and the procedures involved for incorporation and registration as startups.

How to Prepare CS Executive Setting Up of Business Entities : Lesson 10: Joint Ventures and Special Purpose Vehicles

A Joint Venture (JV) is generally short lived for conducting specific business activities. It is a business agreement in which the parties agree to develop, for a finite time, a new entity and new assets by contributing equity. A Special Purpose Vehicle (SPV) is formed for a specific purpose. In this chapter, Joint Venture and Special Purpose Vehicle, their advantages and disadvantages, their characteristics and the process for registering these entities are covered.

How to Prepare CS Executive Setting Up of Business Entities : Lesson 11: Setting up of Business outside India

In this lesson, you will learn about the various forms of business organization, such as sole proprietorship, partnership, Hindu Undivided Family and Multi State Co-operative Societies. The lesson also highlights their respective merits and demerits and the manner in which they can be registered in India. Company Secretaries, while playing advisory role, can guide and help in setting up of business outside India.

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How to Prepare CS Executive Setting Up of Business Entities: Lesson 12: Conversion of Existing Business Entity

Companies Act, 2013 provides for conversion of public companies to private companies vice versa, conversion of One Person Company into public/private company, conversion of Section 8 companies (companies for charitable purpose) into any other class of companies. Companies (Incorporation) Rules, 2014 provides details of the procedural aspects. (xiv) In addition you will be able to understand the overall legal and procedural aspects relating to various conversions. Conversion of existing business entity to other form is a strategic decision which needs to be taken to get the benefits of one form of business entity over other form for a particular business at a particular point of time. Company Secretaries can help in taking such strategic decisions and implementation of the same.

How to Prepare CS Executive Setting Up of Business Entities : Lesson 13: Various Initial Registration and Licenses

 A business entity is required to secure various registration and licenses for setting up their businesses in India. In India, there are plethora of laws which requires various registrations and licenses to be obtained for setting up the business unit in India along with ensuring state level compliances. In order to facilitate one spot understanding, this chapter deals with the list of Mandatory as well as Additional Registration and Licenses along with their detailed process.

How to Prepare CS Executive Setting Up of Business Entities : Lesson 14: Maintenance of Registers and Records:

Register and Records required to be maintained by an enterprise The Companies Act, 2013 (the Act) and the rules made there under (“the Rules”) lays down that every Company incorporated under the Act has to maintain Statutory Registers (“the Registers”). With various provisions incorporated in Company Act, 2013, it is made clear that every company governed under Company Act, 2013 is required to maintain a statutory register at its registered office until the dissolution of the company. Henceforth, this chapter specifies the list of various registers and records required to be maintained by enterprise.

How to Prepare CS Executive Setting Up of Business Entities :

Lesson 15: Identifying laws applicable to various Industries and their initial compliances

Keeping in pace with the contemporary global market and emerging stand of Indian economy, government initiated various flagship programs to boost the entrepreneurship environment in the country. Few of the major flagships including Make in India” coupled with “Ease of Doing Business in India”, “Skill India”, “Digital India”, etc., are starred to build the interest and ease among various domestic and overseas stake holders to set up and advance the entrepreneurship in India. Indeed, when the entrance and advancement to Indian business market would be of ultimate fortune, there are various laws which need to be abided for successfully setting up and taking forward an enterprise in India. In this perspective, this chapter aims at proving a quick understanding laws applicable to various industries, their setting up along with the thorough details of their initial compliances.

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How to Prepare CS Executive Setting Up of Business Entities :

Lesson 16: Intellectual Property laws (Provisions applicable for Setting up of Business)

In today’s world, the abundant supply of goods and services on the markets has made life very challenging for any business, big or small. In its on-going quest to remain ahead of competitors in this environment, every business strives to create new and improved products (goods and services) that will deliver greater value to users and customers than the products offered by competitors. To differentiate their products – a prerequisite for success in today’s markets – businesses rely on innovations that reduce production costs and/or improve product quality. In a crowded marketplace, businesses have to make an on-going effort to communicate the specific value offered by their product through effective marketing that relies on well thought-out branding strategies. In the current knowledge-driven, private sector oriented economic development paradigm, the different types of intangible assets of a business are often more important and valuable than its tangible assets. 

How to Prepare CS Executive Setting Up of Business Entities :

Lesson 17: Compliances under Labour Laws (Provisions applicable for Setting up of Business)

Labour laws are one important set of welfare legislation for the employees and labour in India. They ensure that industrial relations are maintained at balance and employees are protected at their social, economic and political welfare. This has made various labour laws being enacted in India to be complied by business entities in India. This chapter deals in briefing the provisions of various labour laws applicable for setting up of business in India.

How to Prepare CS Executive Setting Up of Business Entities :

Lesson 18: Compliances relating to Environmental laws (Provisions applicable for setting Up of business)

With the recognition of Right to Heathy Environment as a human right under the Universal Declaration of Human Rights and its related covenants, measures are taken at full force to enforce these rights and guard the right to environment at parity. With the endowed protection to environment under the Constitution and Specific Statutes, all the personas be it natural or legal including a Company owes a duty to conduct themselves in such a manner that their act or omission should not pollute the environment. Therefore, a company is necessitated to abide by various laws in order to protect the environment. A brief list of the statutory protection to environment is discussed in this chapter.

How to Prepare CS Executive Setting Up of Business Entities : Lesson 19: Dormant Company

Companies are generally classified on the basis of their incorporation, number of members, size, basis of control and motive. Additionally, companies can also be classified based on their status. Sometimes, the promoters of a company may feel the need to temporarily close down the company due to various reasons, but they do not want to dissolve it. In such cases, the company may become dormant as against an active company which is carrying on business. Thus, on the basis of its status, companies may be classified into active, dormant, under liquidation, under process of striking off, etc.

The ‘status’ of the company signifies the current state of the company. As a company secretary, one must be aware of the procedure of obtaining status of dormant company, active company, the compliances involved for a dormant company etc.

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How to Prepare CS Executive Setting Up of Business Entities :

Lesson 20: Strike Off and Restoration of Name of the Company and LLP

On incorporation, the name of the company and LLP is entered in the Register maintained by the Registrar. On striking off, the name of the company/LLP is temporarily removed from the Register. The name of the company can be restored in the Register on making an application.

How to Prepare CS Executive Setting Up of Business Entities : Lesson 21: Insolvency Resolution Process, Liquidation and Winding Up:

An Overview The Insolvency & Bankruptcy Code, 2016 consolidate and amend the laws relating to insolvency of companies, partnership firms, limited liability partnership into a single legislation. It aims to provide time bound resolution and empowered the creditors to initiate the insolvency resolution process if default occurs. The Insolvency and Bankruptcy Board of India has notified the Insolvency and Bankruptcy Board of India, Regulations, 2017.

The New Regulations provides the process for initiating voluntary liquidation by a corporate person

The provisions of this Code shall apply to—

(a) any company incorporated under the Companies Act, 2013 or under any previous company law;

(b) any other company governed by any special Act for the time being in force,

except in so far as the said provisions are inconsistent with the provisions of such special Act;

(c) any Limited Liability Partnership incorporated under the Limited Liability Partnership Act, 2008;

(d) such other body incorporated under any law for the time being in force,

as the Central Government may, by notification, specify in this behalf; and partnership firms and individuals, in relation to their insolvency, liquidation, voluntary liquidation or bankruptcy, as the case may be.

But the major focus of this chapter is to include the corporate insolvency process and matters incidental thereto.

Check out our articles for other Subjects

Module I

1. How to Prepare CS Executive New Syllabus Jurisprudence, Interpretation and General Laws 
2. How to Prepare CS Executive New Syllabus Company Law
3. How to Prepare CS Executive New Syllabus Setting up of Business Entities and Closure
4. How to Prepare CS Executive New Syllabus Tax Laws 

Module II

5. How to Prepare CS Executive New Syllabus Corporate and Management Accounting
6. How to Prepare CS Executive New Syllabus Securities Laws and Capital Markets 
7. How to Prepare CS Executive New Syllabus Economic Business and Commercial Laws
8. How to Prepare CS Executive New Syllabus Financial and Strategic Management 

For CS Executive New Syllabus Video Lectures, Click on Below mentioned Subjects

CS Executive New Syllabus Group 1 Video Lectures

CS Executive New Syllabus Group 2 Video Lectures

1. CS Executive Company Law New Syllabus Video Lectures

 

2. CS Executive Setting up of Business Entities Video Lectures

 

3. CS Executive Jurisprudence Interpretation General Laws Video Lectures

 

4. CS Executive New Syllabus Tax Laws Video Lectures

1. CS Executive Corporate Management Accounting Video Lectures

 

2. CS Executive Securities Laws Capital Markets Video Lectures

 

3. CS Executive Economic Business Commercial Laws Video Lectures

 

4. CS Executive Financial Strategic Management Video Lectures

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