Corporate digest magazine August, 2017 by venture care

1. WHY STARTING A BUSINESS AS PRIVATE LIMITED COMPANY IS NOT A GOOD IDEA CHALLENGES AND THE WAYS OUT CONSEQUENCES FOR NOT COMPLYING WITH ANNUAL FILING WITH THE REGISTRAR OF COMPANIES FOR BUSINESS VALUATION MODELS - (Special Story) - (Finance) - (Legal & Compliances) Venture Care D i g e s t Strategy | Finance | Digital | Legal MAGAZINE THE SMARTEST WAY TO STARTING AN ONLINE BUSINESS IN INDIA August 2017 INR 150/- - (Strategy) www.venture-care.com

2. Index Index Index 3 Editorial Special Story 4 WHY STARTING A BUSINESS AS PRIVATE LIMITED COMPANY IS NOT A GOOD IDEA Legal & Compliance 6 CONSEQUENCES FOR NOT COMPLYING WITH ANNUAL FILING WITH THE REGISTRAR OF COMPANIES 11 EMPLOYEE STOCK OPTIONS (ESOPS ) – BENEFICIAL TO EMPLOYER AS WELL AS EMPLOYEE 13 18 GUIDE ON FAST TRACK EXIT SCHEME- ALL YOU NEED TO KNOW PROFESSIONAL GUIDE ON APPOINTMENT OF FIRST AUDITOR Finance 20 CHALLENGES AND THE WAYS OUT FOR BUSINESS VALUATION MODELS Indian Funding Update 23 INDIAN STARTUP FUNDING AND INVESTMENT CHART [JULY 2017] Strategy 27 29 31 34 THE SMARTEST WAY TO STARTING AN ONLINE BUSINESS IN INDIA 8 STEP PROCESS FOR NEW PRODUCT DEVELOPMENT HOW TO SETUP A FOREIGN COMPANY BUSINESS IN INDIA WHY SHOULD YOU DO THE FEASIBILITY ANALYSIS BEFORE KICKING-OFF A BUSINESS IDEA 2 August 2017 www.Venture-Care.com/Magazine

3. Editorial A gentleman used to walk every day in a park. He saw that a beggar used to come every day and sit in front of the gate of park keeping a bowl on a box. One day, the gentleman asked the beggar that what is inside the box. The beggar did not reply. The very next day the person asked the same. The beggar, getting irritated, replied that he had found the box somewhere along the road side and he did not have any idea that what was inside. The gentleman suggested him to open the box and check. The beggar said there must not be anything inside. The person insisted. The beggar opened the box. There were gold and diamond. Moral of this “we don't believe in our gold and diamond which are hidden within us” . We need to explore. Youth of India must recognize this fact. Prashant Kumar Prashant Kumar Editor Indian population also should know their potential and leave heard following mind set. Jumping on the same boat may be good but innovation is required at every place. August 2017 edition of magazine is dedicated to legal aspects of business with some strategic inputs. Giving a legal structure to business is required. But which structure is best. You will understand that what are the pros and cons of being private limited company. Many companies especially start-up companies are sometimes careless in filing with ROC which has severe repercussions. Company wants to reward their employees. The article discusses that how it is beneficial for companies and employees both. The legal article contains that how an unmanageable company can be closed without HC procedure. It a fast track exit scheme. You will enjoy reading that who can become the first auditor of the company and what is the procedure. Whenever there is transaction there is need for valuation. There are many valuation models adopted by the valuer but each valuation model has some challenges. The article discusses those challenges and the way out to overcome. Happy Reading... www.Venture-Care.com/Magazine 3 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

4. Special Story WHY STARTING A BUSINESS AS PRIVATE LIMITED COMPANY IS NOT A GOOD IDEA IS NOT A GOOD IDEA WHY STARTING A BUSINESS AS PRIVATE LIMITED COMPANY Private Limited Company is an ideal Business entity for a majority of medium and large sized business, as it offers advantages from Liability protection to easy transferability. However operating... Private Limited Company is an ideal Business entity for a majority of medium and large sized business, as it offers advantages from Liability protection to easy transferability. However operating as Private Limited Company is not ideal for Micro or small enterprises. Following are limitation associated with Private Company which makes it inappropriate for many businesses. Limit on Maximum number of Shareholders: To incorporate a private limited company, a minimum of two shareholders are required. A minimum of two shareholders and a maximum of up to 200 shareholders are allowed in a private limited company. The shareholders could be natural persons or companies, including foreign companies. There is no such limit on a maximum number of shareholder/ members in case of proprietorship concern. Minimum Capital Requirement: To incorporate Private Limited Company minimum Rs. 1 Lacs and for Limited Company minimum Rs.5 Lac's capital is required. So it is not suitable for small enterprises which are not capable of investing more money to start the business. Here is the list – Expensive Incorporation: Private Company registration costs more than LLP or proprietorship. More documentation required for incorporation of Private Company. 4 August 2017 www.Venture-Care.com/Magazine

5. Special Story Compliance Formalities: A private Company requires more compliances post incorporation. All companies are required to hold Board Meeting, Annual General Meeting, get the accounts audited, maintain statutorily. In addition to this, a Company would also have to maintain compliance with tax and labor laws, which are applicable irrespective of the type of business entity When in course of winding up of a Company, any business of the Company has been carried out to defraud the creditors, persons who are knowingly parties to such conduct shall be personally liable for the debts of the Company Division of ownership: A major disadvantage of the private limited company is that it requires a minimum Two directors and shareholders. So any single person cannot start a private Limited company. Hence any major decision to be taken by a Company would always require the consent of two persons. MCA & Stock Exchanges' Compliances & Penalty: The company has to file Annual Return and Annual Report (XBRL format wherever applicable) yearly with MCA. Listed Company has to do quarterly compliance with Stock exchanges within stipulated time period. But if documents are not filed within stipulated time then there shall be huge penalty levied by ROC and Stock Exchanges. Winding up of Company: The procedure for winding up of a Company can be complicated, time-consuming and costly when compared to an unregistered partnership firm. Hence, it's important to register a Company only when the promoters are serious about using the Company to operate a business. Personal Liability. The Company has unlimited liability. Members of the Company enjoy limited liability. However, in following cases personal liability of directors and members would also arise: When in any act or contract the name of Conclusion:- Company has been misdescribed, those who have actually done the act or made the contract shall It is better to incorporate LLP / proprietorship for the small scale of Business, where there is no need for more funds to run a business. be personally liable for it. If you have any query please write in the comment box below Start your business in a smart way with package ?om Venture Care VC SmartStart www.Venture-Care.com/Magazine 5 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

6. Legal & Compliance CONSEQUENCES FOR NOT COMPLYING WITH ANNUAL FILING WITH THE REGISTRAR OF COMPANIES REGISTRAR OF COMPANIES CONSEQUENCES FOR NOT COMPLYING WITH ANNUAL FILING WITH THE In this guide we are going to touch the following topics: Introduction to Annual Filing Timelines for Annual Filing Estimated Normal and Additional Government Fees for small Companies Consequences of... IN THIS GUIDE WE ARE GOING TO TOUCH THE FOLLOWING TOPICS: Introduction to Annual Filing Timelines for Annual Filing Estimated Normal and Additional Government Fees for small Companies Consequences of not complying with annual filing When a company obtains the status of a Defaulting Company Procedure to be adopted for getting the status of an active company and making the company fully compliant Benefits of converting a company into an active company 6 August 2017 www.Venture-Care.com/Magazine

7. Legal & Compliance INTRODUCTION TO ANNUAL FILING: Any Company incorporated in India whether it is a subsidiary of the foreign company, joint venture entity and others under the Companies Act, all are required to file few forms in an electronic mode with the concerned Registrar of Companies ( Director's Report – It is the Director explaining company's affairs about various matters affecting shareholders interest along with replies to qualifications raised by the Statutory Auditor in its Report ROC ). MGT – 7: PURPOSE: To disclose Registrar of Companies the following information List of Directors including executive and non-executive List of Shareholders Change in Directors during the financial year Change in Shareholding pattern during the financial year Dates of Meetings of Board, Committees and Shareholders held during the year Total share capital Authorised, Issued, Subscribed, called up and Paid up Total amount of Debentures, Deposits, Loans, secured or unsecured as on financial year end date WHAT ARE THE E-FORMS FILED WITH ROC EVERY YEAR?: AOC – 4: PURPOSE : To file with Registrar of Companies the following documents: Financials of the company – Balance Sheet, Profit and Loss account, Cash flow statement, it's respective schedules Auditor's Report – It is the view of Statutory Auditor on the financial position of the company and its affairs. Accounting Policies – These are the accounting treatment given by the company while preparing accounts and financial statements Notes to accounts – These are other financial disclosures required to be given by companies which are not separately reflected in Balance Sheet and Profit and Loss account and it's scheduled ADT – 1 PURPOSE: For Intimation of Appointment of Statutory Auditor to ROC www.Venture-Care.com/Magazine 7 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

8. Legal & Compliance TIMELINES FOR ANNUAL FILING: As per newly introduced provisions of Companies Act 2013, every company shall close its financial st year on 31 March of each year (except some exceptions for first the financial year). It is to be noted that all the timelines of Annual filing depend upon the end of financial year. The last date by which event has to be completed in any case Sr. No. Maximum time limit Name of Event Hold Annual General Meeting Within 6 Months of end of financial year th 30 day of September every year 1 Filing of Form ADT 1 Within 15 days of Annual General Meeting Within 15 days of Annual General Meeting 2 Filing of Form AOC 4 Within 30 days of Annual General Meeting th 29 day of October every year 3 Filing of Form MGT 7 Within 60 days of Annual General Meeting th 29 day of November every year 4 ESTIMATED NORMAL AND ADDITIONAL GOVERNMENT FEES FOR SMALL COMPANIES: The Normal Government fees perform applicable to companies depends upon its Authorized The Additional filing fees depends upon two factors, namely, Normal filing fees and the time period of delay in filing forms Additional fee rules for period of delay All forms Up to 30 days 2 times of normal fees 4 times of normal fees More than 30 days and up to 60 days 6 times of normal fees More than 60 days and up to 90 days 10 times of normal fees More than 90 days and up to 180 days 12 times of normal fees More than 180 days The estimated government fees perform are given in details in the table below: Sr. No NORMALFiling Fees (Amount in Rupees) Authorized capital MAXIMUM ADDITIONAL Total Filing Fees Perform Total filing FEES PER YEAR if not filed within timelines (Amount in Rupees) (AOC – 4, MGT -7, ADT – 1) Total filing FEES PER YEAR if filed within time (Amount in Rupees) (AOC – 4, MGT -7, ADT – 1) (Amount in Rupees) for Filing Fees (12 Times of all annual filing forms Normal Filing Fees) (Amount in Rupees) 200 2400 2600 7800 600 Less than 1,00,000 1 1,00,000 to 300 3600 3900 11700 900 2 4,99,999 5,00,000 to 400 4800 5200 15600 1200 3 24,99,999 25,00,000 to 500 6000 6500 19500 1500 4 99,99,999 1,00,00,000 600 7200 7800 23600 1800 5 or more 8 August 2017 www.Venture-Care.com/Magazine

9. Legal & Compliance CONSEQUENCES OF NOT COMPLYING WITH ANNUAL FILING: Description of Events Consequences of not complying with event Holding Annual General Meeting Company and every officer of the company (including DIRECTOR) shall punishable with fine – Upto Rs. 1,00,000/- Penalty in case of Continuing Default – Rs. 5000/- per day Filing of Form MGT 7 1. Company shall be punishable with fine – Not less than Rs. 50,000/- which may extend to Rs. 5,00,000/- 2. Every officer (including Director) – – Fine: Not less than Rs. 50,000/- which may extend to Rs. 5,00,000/- OR – imprisonment for a term which may extend to six months OR – Both Filing of Form AOC 4 All the directors – Fine: Not less than Rs. 50,000/- which may extend to Rs. 5,00,000/- OR – imprisonment for a term which may extend to One Year OR – Both WHEN A COMPANY OBTAINS A STATUS OF A DEFAULTING COMPANY: Companies Act Does not define Defaulting Company. However, if a company does not comply with annual filing for a period of 3 years or more, the Registrar of Companiesmay change its status to “Defaulting company” or “Defunct Company” . CONSEQUENCES FOR DIRECTOR: Unable to sign e-form of any company: Many times situation arises while filing e-form by a company which is not a defaulting company, that a message pops-up that the Director is not eligible to sign the e-form as the signing director is also a director of defaulting company. In such a situation, such a director is required to complete annual filing of that defaulting company and then he becomes eligible to sign e-form of any other company. Disqualified to become a Director in any other company: If a company does not file its financials (AOC – 4) or Annual Return (MGT – 7), every director of such company is disqualified to be a director in any other company. CONSEQUENCES FOR COMPANY: The company cannot file any e-form except Annu- al filing forms, forms for appointment of Director, Forms for Application to Registrar of companies, etc. It means that company cannot execute any activi- ty such as a change in Name, Change in registered office, Issue or allotment of shares, etc. www.Venture-Care.com/Magazine 9 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

10. Legal & Compliance CONSEQUENCES FOR PROFESSIONALS: Company Secretaries and Chartered Accountants of this company cannot certify forms of any company. BENEFITS WITH REFERENCE TO OTHER THAN LEGAL CONSEQUENCES: Helpful in creating a good public image While drafting Board's Report, Companies include some additional information in it which may include: Companies include Management Discussion which serves as a medium of vital information to the public. the company through this, communicates various future plans and running projects, future prospects, strengths of the company, steps taken or to be taken by the company to overcome its weaknesses and various other information which creates a good image in mind of public, government and regulatory authorities. Procedure to be adopted for getting the status of an active company and making the company fully compliant Preparation of forms AOC 4, MGT 7 and ADT 1 of the company and uploading it on the website of MCA.(For documents required and government fees for filing the above forms details are given in the previous slide) Application to the change the status of the company to Active. Registrar of Companies to Transparency: If a company follows all legal provisions of the Act in an ethical manner, it means, it maintains transparency among public and creates an image of the ethical company in minds of public, regulatory and government. As these documents are filed with Government Authorities and certified by professionals, it seems to public documents can create more confidence t than any other document even if it is circulated in public through any other expensive medium. Therefore it is a cheap way to communicate information to the public while gaining more confidence. If you have any query or question please comment in the comment box below or Contact us. We would love to help you. BENEFITS OF MAKING THE COMPANY ACTIVE: BENEFITS WITH REFERENCE TO LEGAL CONSEQUENCES: Avoid legal consequences of penalty, imprisonment to Directors and other officers in default (could not understand this sentence) Directors of company becomes bee eligible to sign e-forms of any other company and does not become disqualified to become director in any other company It serves as a notice to public of any information required to be given by the company under any act It may serve as a proof or evidence in the court of law 10 August 2017 www.Venture-Care.com/Magazine

11. Legal & Compliance EMPLOYEE STOCK OPTIONS (ESOPS ) – BENEFICIAL TO EMPLOYER AS WELL AS EMPLOYEE Employee Stock Options (ESOPs)ESOPs (Employee Stock Option Schemes) are programmes proposed with the basic interest of both, employers and employees. The company providing the scheme gives the employees an...

12. Legal & Compliance Benefits of ESOP plans Employee Stock Options (ESOPs)ESOPs (Employee Stock Option Schemes) are programmes proposed with the basic interest of both, employers and employees. The company providing the scheme gives the employees an incentive in the form of ownership interest, while the employer is able to retain a high quality employee it would not otherwise be able to afford. By providing stock retention, motivation and awarding hard work are all the benefits that comes out of ESOP for an employer, there are various other notable advantages too, especially for startups. With ESOP options, one can avoid cash compensations as a reward, thereby saving on the immediate outflow of cash. For startups especially, when they are on the verge of expanding, or beginning their operations on a larger scale, awarding employees in the form of stock options will work out to be a feasible method than cash rewards. ESOPs are given as a motivation to the employees. Since the employees will be benefitted in turn, when the share prices increase, it will be an incentive enough for the workers to put in their 100%. Similarly, ESOPs can also help you attract the best talent in the market. Employee's perspective: benefit of acquiring shares at a nominal rate, and also selling it (after a suitable tenure set by the employees) and gaining the profit. If, for instance, the share prices shoot up, as it is bound to happen when a company grows over the years, a good deal of profit is gained by selling the shares. Certain companies set ESOPs as a separate entity other than the salary options, and hence, it adds on to the benefits you receive as an employer. ESOPs are a part of an employee's salary, and hence, are taxable income, exercised as per the rules. Hence, ESOPs are both beneficial options to an employer as well as an employee. However, it is crucial to understand the terms and conditions pertaining to ESOPs and also to understand that granting ESOP itself does not signify enormous cash benefits. The share price on the say you sell them (after a cliff period) and also any other conditions, all needs to be checked before exercising the option or as for employers, before providing them to the workers. Owner's perspective: Although employee options, either at a particular rate fixed by the company or through various schemes designed by the board of directors, ESOPs are issued for mutual benefits and are considered the most practical means of motivating and retaining an employee. ESOPs are issued in the form of direct stock, bonuses or through profit-sharing plans, and only the employer has the right to decide who can avail of the options. However, ESOPs are just options, which can be purchased at a certain price before a certain date or not. There are certain norms and rules set by the Company Rules Act, 2014 for granting of ESOPs to employees. Essential terms in ESOP Employees have the While the broad definition of an ESOP may be clear, its finer details can be pretty hard to understand. Let's go through them, one by one, to understand them better. Grant: This is the process through which the employee is offered the share. Grant price and grant date are the price at which the shares are offered and the date on which it is made available. Before granting the shares, the company gives an option to the employee to either purchase it or leave the option. Vesting period: The specific time the employee must wait to exercise the ESOP options is the vesting period. The employees can wait until the vesting period to convey to the employers their decision about buying the stocks (ESOP) offered. Once the vesting period is over, and if the employees decide to purchase the shares, they need to remit the exact amount demanded for the shares to purchase them. 12 August 2017 www.Venture-Care.com/Magazine

13. Legal & Compliance GUIDE ON FAST TRACK EXIT SCHEME- GUIDE ON FAST TRACK EXIT SCHEME- ALL YOU NEED TO KNOW ALL YOU NEED TO KNOW In this guide, we are going to touch the following topics- Introduction for Fast Track Exit Scheme Who shall opt for Fast Track Exit Scheme Consequences of not opting... INTRODUCTION OF FAST TRACK EXIT SCHEME: It is a fast process to close a adopting a lengthy procedure for company closure by passing a special resolution, applying to high court, appointment of liquidator and so on which may take not less than six months and also it is a very expensive process which is not affordable to small companies and sick companies. The Ministry has issued Guidelines for Fast Track Exit Mode to give the opportunity to the defunct companies to get their names struck off from the register under section 560 of the Companies Act, 1956. In this guide, we are going to touch the following topics- Introduction for Fast Track Exit Scheme Who shall opt for Fast Track Exit Scheme Consequences of not opting for FAST TRACK EXIT SCHEME Which company is ineligible for filing under Fast Track Exit Scheme Which Company is eligible for filing under Fast Track Exit Scheme Procedure to be FOLLOWED FOR FAST TRACK EXIT SCHEME company without www.Venture-Care.com/Magazine 13 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

14. Legal & Compliance CONSEQUENCES OF NOT OPTING FOR FAST TRACK EXIT SCHEME: The above type of companies (given in the last slide) which does not choose Fast Track Exit Scheme, could suffer following consequences: As no separate procedure is given by newly introduced Companies Act, 2013 and the circular issued in the year 2011 under Companies Act, 1956 is still in force for the closure of the company. THE MOST IMPORTANT BENEFITS OF FAST TRACK EXIT SCHEME ARE AS BELOW: The inoperative Companies which are not generating any revenue nor complying with its annual filing, have got a new option to close company without paying huge additional fees. It is a short process in which company can be closed without huge documentation. It is a time-saving WHO SHALL OPT FOR FAST TRACK EXIT SCHEME: The small companies which are Inoperative Not complying with any annual or other filings with Registrar of Companies Operating in loss and lost hope of making profit The company does not have any object or continue with it There is a very strong possibility that, for the companies which are inoperative and not carrying on any mandatory annual compliances under Companies Act, 2013, could receive notice from Registrar of Companies, under which jurisdiction the Registered office of the company falls, for not complying with annual filing. Shall apply to Registrar of Companies for the closure of the company. In such a situation, Directors of the company shall have to appear before the court and explain the reason for non-filing of documents with Registrar of companies. After that, the company will have to complete their annual filing and other compliances and present a proof of such filing to the court. On non- complying with the directions of the court, directors may have to suffer huge penalties, imprisonment, etc. 14 August 2017 www.Venture-Care.com/Magazine

15. Legal & Compliance PROCEDURE TO BE FOLLOWED FOR FAST TRACK EXIT SCHEME: The Company shall file an application in prescribed form FTE online with the Registrar of with fees of Rs. 5000/- ATTACHMENTS: In affidavit which should be sworn by each of the existing director(s) of the company before a First Class Judicial Magistrate or Executive Magistrate or Oath Commissioner or Notary, to the effect that the company has not carried on any business since incorporation or that the company did some business for a period up to a date (which should be specified) and then discontinued its operations, as the case may be; In case, the applicant name is not available in Indemnity Bond, duly notarized to be given by the database of directors maintained by the every director individually or collectively, to the Ministry, the application shall be accompanied effect that any losses, claim and liabilities on the by certificate from a Chartered Accountant in company, will be met in full by every director whole time practice or Company Secretary in individually or collectively, even after the name whole time practice or Cost Accountant in of the company is struck off the Register of whole time practice along with their membership Companies; number, certifying that the applicants are the present directors of the company. In such cases, Statement of Account duly certified by CA in the applicants shall not be asked to file Form- practice or auditor of the company. 32 and Form DIN-3. Board resolution showing authorization for filing The company shall disclose pending litigations the form. if any, involving the company while applying under FTE. In case, the application in Form FTE, is not being digitally signed by any of the director or Manager If the pending prosecutions are only for or Secretary, a physical copy of the Form duly non-filing of Annual Returns and Balance filled in, shall be signed manually by a director Sheet such application may be accepted authorized by the Board of Directors of the provided the applicants have already filed the company and shall be attached with the compounding application. However, steps for application Form at the time of its filing final strike of the name of the company will electronically; be taken only after disposal of compounding application by the competent authority. www.Venture-Care.com/Magazine 15 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

16. Legal & Compliance WHICH COMPANY IS INELIGIBLE FOR FILING UNDER FTE SCHEME: WHICH COMPANY IS ELIGIBLE TO APPLY UNDER FAST TRACK EXIT SCHEME: Company having NIL assets and liabilities Listed companies; Companies that have been de-listed due to non- Company inoperative since the date of compliance of Listing Agreement or any other Incorporation or 1 Year or more statutory Laws, The has closed down its bank account. Companies registered under section 25 of the PROCEDURE TO BE ADOPTED BY REGISTRAR OF COMPANIES IN THIS MATTER: Companies Act, 1956 or section 8 of Companies Act, 2013 The Registrar of Companies, on receipt of the Vanishing companies; application, shall examine the same and if Companies where inspection or investigation is found in order, shall give a notice to the pending or any proceedings are pending in the company under section 560(3) of the court Companies Act, 1956 by email to its e-mail Companies against which prosecution for a non- address intimated in the Form, giving thirty compoundable offense is pending in court; days time, stating that unless cause is shown Companies accepted public deposits which are to the contrary, its name be struck off from either outstanding or the company is in default in the Register and the company will be repayment of the same; dissolved; Company having secured loan; Company having management dispute; The Registrar of companies shall put the Company in respect of which filing of documents name of applicant(s) and date of making the have been stayed by court or Company Law application(s) under fast track exit mode, on Board (CLB) or Central Government or any other daily basis, on the MCA por tal competent authority; http://www.mca.gov.in/, giving thirty days The company having dues towards income tax or time for raising an objection, if any, by the sales tax or central excise or banks and financial stakeholders to the concerned Registrar; institutions or any other Central Government or State Government Departments or Authorities or any local authorities. 16 August 2017 www.Venture-Care.com/Magazine

17. Legal & Compliance In case of company(s) like Non-Banking Financial The Registrar of Companies immediately after passing of time given in sub-part (a) to © of this Para and on being satisfied that the case is otherwise in order, shall strike its name off the Register and shall send a notice under sub-section (5) of section 560 of the Companies Act, 1956 for publication in the Official Gazette and the applicant company shall stand dissolved from the date of publication of the notice in the Official Gazette Company(s), Collective Investment Management Company(s) which are regulated by other Regulator(s) namely RBI, SEBI, the Registrar of Companies, at the end of every week, shall send intimation of such companies availing fast track exit mode during that period to the concerned Regulator(s) and also an intimation in respect of all companies availing fast track exit mode “ If you have any question or query please during that period to the office of the Income Tax comment in the comment in the comment box below or help you. ” Department giving thirty days time for their .We would love to objection, if any; Contact us EXPLANATION: “Non-Banking Financial Company” means a company as defined in clause (f) of section 45-I of the Reserve Bank of India Act, 1934 “Collective Investment Management ” means the company as defined in clause (h) of sub-regulation of 2 of Securities and Exchange Board of India (Collective Investment Companies) Regulations, 1999 www.Venture-Care.com/Magazine 17 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

18. Legal & Compliance PROFESSIONAL GUIDE ON PROFESSIONAL GUIDE ON APPOINTMENT OF FIRST AUDITOR APPOINTMENT OF FIRST AUDITOR INTRODUCTION Individual or audit firm can become the first auditor To the company according to the companies act 2013.No other person can be appointed as an auditor of the... INTRODUCTION Individual or audit firm can become the first auditor To the company according to the companies act 2013.No other person can be appointed as an auditor of the company. The first auditor of the company should be a Chartered accountant. After annual general meeting within 30 days, a financial statement along with the auditor's report shall file with the register of companies. Chartered accountant firm's registration number must be there in the company's resolution for the appointment of the first auditor. Till the conclusion of the first annual general meeting, he first auditor shall hold office. The company needs to convey an extraordinary general meeting by issuing a notice to all the members in writing, in case board of directors failed to appoint the first auditor within 30 days of incorporation. Such members within 90 days from the date of failure to appoint shall appoint the first auditor in the extraordinary general meeting. Each tax filing needs a comprehensive report from the auditor, in every financial year a private limited company is required to submit its audit, reports duly assessed and checked by an auditor as well as the other requirements Sections 139 to 148 of the companies Act 2013 gives a complete and detailed summary of the role of an auditor. 18 August 2017 www.Venture-Care.com/Magazine

19. Legal & Compliance APPOINTMENT OF FIRST AUDITOR Within 30 days of Incorporation, the first auditor of the company shall be appointed by the Board. An EGM shall be called within 90 days to appoint the first auditor In the case of Board's failure to appoint the first auditor as per Section 139(6). The 90 days time limit starts from Incorporation of the company rather than the expiry of 30 days(i.e. failure of Board) however, the law is silent regarding from when this time limit of 90 days be reckoned. Tenure: – Till conclusion of the 1 annual general meeting. Remuneration: –Remuneration of the first PROCEDURE 1. Convey the message to the proposed auditor as regard to the intention of appointing him/it as auditor whether he/ it is eligible and not disqualified to be appointed as auditor of the company. 2. Obtain consent & certificate from auditor. 3. Obtain recommendation of the audit committee if it is required to be constituted. st 4. Call Board meeting. 5. At the first board meeting approve the appointment of auditor. auditor can be decided by the Board As per 6. Intimate the auditor and file with ROC form proviso to section 142(1) of company law. ADT-1(to be attached in form GNL-2 as per MCA st Appointment of 1 auditor require obtaining written consent, certificate and filing of form ADT-1. Section 139(6) governed the appointment of first auditor, non-obstante clause [notwithstanding anything contained in sub-section (1)] and it is sub-section (1) require obtaining consent & certificate from auditor and filing of form ADT-1 with ROC. Interpretation of “notwithstanding anything contained? .”: – the non-obstante clause is used to avoid the operation and effect of all contrary provisions as per Supreme Court view. Thus, the no-obstinate clause will prevail In case any departure between a non-obstante clause and other provisions. Since Section 139(6) does not speak anything contrary to Section 139(1) as far as obtaining of consent, certificate and filing of a form are concerned. Thus, it can be interpreted that ADT-1 should be filed with ROC for first auditor appointment. circular 09/2014 dated 25th April 2014) within 15 days. ST APPOINTMENT OF AUDITOR AT 1 AGM Every company shall appoint an individual or a firm as an auditor of the company in its 1 annual general meeting who shall hold office from the conclusion of that meeting, till the conclusion of its sixth annual general meeting as per Section 139(1) of the Act. Tenure subject to ratification: – At every AGM the st tenure of 5 consecutive years is subject to ratification by shareholders Remuneration: – Remuneration of the auditor of a company shall be fixed in its general meeting as per section 142(1) of the Act or in such manner as may be determined therein. www.Venture-Care.com/Magazine 19 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

20. Finance CHALLENGES AND THE WAYS OUT FOR BUSINESS VALUATION MODELS Generally, there are four popular valuation models: Discounted Cash flow (DCF) model Relative valuation model, and Asset base valuation model Earning Capitalization model Let's start with DCF model. For... Let's start with DCF model. For raising equity or other finance from any other sources, valuer uses this model. Valuer heavily relies upon the expected future cash flows as communicated by the management. But the valuer should reduce the future expected cash flows because the management may be biased (it has to raise funds). These cash flows are estimated for a certain time period, say 3-5 years. After that, these cash flows are discounted at a well- estimated discount rate. Cash flows may be Free Cashflow to Firm (FCFF) or Free Cash Flow to Equity (FCFE). Of course, this valuation model is used as a going concern. Generally, there are four popular valuation models: 1. Discounted Cash flow (DCF) model 2. Relative valuation model, and 3. Asset base valuation model 4. Earning Capitalization model 20 August 2017 www.Venture-Care.com/Magazine

21. Finance The way out.... It is better to choose the very close similar Where are the loopholes? Expected future cash flows are prone to business which operates in the same market and change due to various factors such as has very similar product. competitors' strategy, technological changes, Choose more than one similar business and if brand dilution, change in management possible compare the business with the industry strategy etc. average. How to fix up the discount rate? It is also Adjust the price/value of the similar business subject to change over years. Also, there are upward or downward many factors which affect the discount rate and these factors are unpredictable. The way out.... Do sensitivity analysis by changing the cash flows and the discount rate. Value your business frequently whenever there is the change in external or internal situations. Now, let's have a look at relative valuation model: This model is used to value a business in relation to similar business. Earnings and/or cash flows of the business undervaluation is compared with those of the similar business and with the help of the given price of the similar business, the price of the business undervaluation is estimated. 3rd comes Asset Valuation model Many people believe that this valuation cannot be used for going concern businesses. Partially true. This model can be used for those businesses also but there must be significant productive assets. It includes R&D, IP, TM etc also. The difficulty is that: Whether the similar business operates in the same products, markets Whether the similar business uses the same The difficulty is that how the productive assets can be valued and what is the expected life of those assets The way out is that asset valuer should value those assets at expected market value and asset value and the expected life of the assets should undergo sensitivity analysis. technology Whether the similar business is as old as this business Whether price/value of the chosen similar business is unbiased etc. www.Venture-Care.com/Magazine 21 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

22. Finance The last popular model is Earning Capitalization model: Under this method, Equity earning is capitalized at a certain rate. This model assumes that the present earning shall remain fixed forever. The loopholes: This model does not consider growth in the The way out: Consider the average earnings for last 3-5 years. Calculate the average growth in earnings for last 3-5 years and estimate it for next 1st future year and then capitalize it. Do sensitivity for earning, growth rate and the discount rate. To conclude, no valuation model is full proof. To value any business, valuation models in combination should be used business. The rate at which earning is capitalized is prone to change 22 August 2017 www.Venture-Care.com/Magazine

23. Indian Funding Updates Indian Startup Funding And Investment Chart July 2017

24. Indian Funding Updates Sr. No. 1 Amount (in USD) Investment Type Startup Name Industry/ Vertical City / Location Investors' Name Date (dd/mm/yyyy) Sub-Vertical 01/07/2017 Reliance Billion Loans Consumer Internet Peer to Peer Lending Bangalore Seed Funding 1,000,000 Corporate platform Advisory Services Ltd 2 03/07/2017 Infuse Ventures, Technology Energy management Ahmedabad Private Equity Ecolibriumenergy 2,600,000 JLL solutions provider 3 Asset Management (Asia) Ltd, Digital Garage Inc 04/07/2017 eCommerce Online marketplace for Gurgaon Private Equity Droom 20,000,000 automobiles 4 05/07/2017 eCommerce online marketplace for Bangalore Private Equity Kalaari Capital, Nexus India Capital Advisors Jumbotail 8,500,000 food and grocery 5 05/07/2017 eCommerce B2B marketplace for Noida Private Equity International Finance Moglix 12,000,000 Corporation, Industrial products Rocketship, Accel Partners, Jungle Ventures, Shailesh Rao, Venture Highway 6 05/07/2017 Consumer Internet Mumbai Private Equity BCCL Timesaverz Hyperlocal home services provider 1,000,000 7 Consumer Internet Gurgaon Seed Funding MyCity4Kids parenting blog and kids' 06/07/2017 N/A N/A events discovery platform 8 Technology Bangalore Seed Funding Blume Ventures, Contrarian Capital India Partners, Emergent Ventures India, Pallav Nadhani, Ashish Gupta, Sharad Sharma, Sirion Labs Minjar Cloud Solutions Provider 06/07/2017 N/A 9 India Quotient, Consumer Internet Bangalore Seed Funding Clip App Digital Media Video 07/07/2017 1,000,000 Shunwei Capital platform 10 Consumer Internet N/A Bangalore Seed Funding Upwardly.in MF investment platform Sreeram Iyer, Suvo Sarkar, Anita Gupta, Likemind Ventures 07/07/2017 11 Workshop Management Mitsui & Co. Technology 3,000,000 Hyderabad Private Equity Autorox.co 10/07/2017 Software Platform 12 Dunamis Consumer Internet 2,250,000 Pune Private Equity Fagobo Salon & Spa Aggregation 11/07/2017 Ventures Pte Ltd & Discovery platform 13 Consumer Internet 464,000 Mumbai Seed Funding Flickstree Video Content Discovery Venture Catalysts, Sourav Ganguly, Ankit Aditya, Moksh Sports Ventures 11/07/2017 Platform 14 Online Interior Design Consumer Internet N/A Bangalore Seed Funding Design Cafe Fireside Ventures, Apurva Salarpuria, Sidharth Pansari, Sprout Capital 11/07/2017 platform 15 Technology 18,500,000 Bangalore Private Equity Innovity Digital payments solutions SBI-FMO Fund, 12/07/2017 essemer Venture Partners, Catamaran Ventures 24 August 2017 www.Venture-Care.com/Magazine

25. Indian Funding Updates Sr. No. 16 Amount (in USD) Investment Type Startup Name Industry/ Vertical City / Location Investors' Name Date (dd/mm/yyyy) Sub-Vertical 12/07/2017 Corvus Ventures, Logistics Door Step Delivery Hyderabad Private Equity N/A Vdeliver MAPE Advisory platform Group 17 12/07/2017 Technology Chatbot creation tool Bangalore Seed Funding 500 Startups, Purvi Capital, Rajan Anandan, Abhishek Gupta N/A Bott.mer 18 12/07/2017 Indian Angel Technology Pune Seed Funding Next Gen Mobility device N/A Arcatron Network manufacturer 19 14/07/2017 Technology Bangalore Seed Funding Brigade Innovations LLP, TV Mohandas Pai, Suhail Rahman, Bobby Reddy, M George Construction site operations 540,000 Quickspec and analytics platform 20 14/07/2017 Blacksoil Capital eCommerce Designer consumer Bangalore Private Equity 1,700,000 Chumbak Pvt. Ltd products Marketplace 21 17/07/2017 Technology Sales Solutions for Bangalore Seed Funding Increff Sequoia Capital, Grey Orange, Rajesh Ramaiah, Anshuman Das, Rishi Das 2,000,000 Fashion Brands 22 17/07/2017 IDG Ventures Technology Enterprise Banking Pune Private Equity Vayana 4,000,000 India Advisors, Solutions Jungle Ventures 23 18/07/2017 One97 Technology Mobile Services & Noida Private Equity Mobiquest N/A Communication Solutions Ltd 24 18/07/2017 Consumer Ambulance Hyderabad Seed Funding Ambee Uber Technologies N/A Inc, Amaya Capital Internet Aggregation Services LLP 25 18/07/2017 Xelpmoc Consumer Online Insurance Kolkata Seed Funding Ideal Insurance N/A Internet platform 26 18/07/2017 Kae Capital Technology Mobile games creator Bangalore Seed Funding Hypernova Interactive N/A 27 19/07/2017 Consumer Consumer Leasing Bangalore Private Equity Rentomojo ain Capital Ventures, Renaud Laplanche 10,000,000 Internet Platform 28 19/07/2017 Francesco Cara Consumer AI powered recruitment Bangalore Seed Funding AirCTO N/A Internet platform 29 19/07/2017 ABI-Showatech Technology Gamified Learning App Bangalore Seed Funding Playablo 600,000 (India) Ltd 30 20/07/2017 Kae Capital, Technology Online payments Gurgaon Seed Funding Trupay 700,000 M&S Partners, platform 31 20/07/2017 eCommerce Online Marketplace for Gurgaon Seed Funding Brick2wall Subramani 200,000 Construction Material Somasundaram, Sundeep Sahni, Mayank Mittal & Others www.Venture-Care.com/Magazine 25 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

26. Indian Funding Updates Sr. No. 32 Amount (in USD) Investment Type Startup Name Industry/ Vertical City / Location Investors' Name Date (dd/mm/yyyy) Sub-Vertical 21/07/2017 Harmeet Bajaj, Pameela P, Fusiontech Ventures & Others eCommerce Women Work wear New Delhi Seed Funding N/A Fablestreet etailer 33 21/07/2017 Sunil Kalra, Technology Machine Learning New Delhi Seed Funding N/A Monsoon Fintech Aditya Singh, Access platform Rishi Srivastava, Rajan Anandan 34 21/07/2017 Blume Ventures, Consumer Healthy Food Delivery Bangalore Seed Funding N/A Monkey Box NB Ventures, Internet Platform Nspira 35 25/07/2017 Stellaris Venture Consumer Mobile-first Enterprise Bangalore Private Equity 1,200,000 Noticeboard Partners Internet communication platform 36 25/07/2017 Tencent Holdings Consumer Mobile Learning App Bangalore Private Equity 35,000,000 Byju’s Internet 37 Creator’s Gurukul 26/07/2017 Yuvraj Singh Others Co-Working Space New Delhi Seed Funding N/A Provider 38 Fab Hotels 26/07/2017 Goldman Sachs Consumer Budget hotels brand & New Delhi Private Equity 25,000,000 Internet Aggregator Platform 39 ThinkerBell 26/07/2017 Indian Angel Consumer Assisted Learning Bangalore Seed Funding 200,000 Network, Anand Internet Startup Mahindra 40 1mg 27/07/2017 eCommerce Online Pharmacy Gurgaon Private Equity HBM Healthcare Investments, Maverick Capital Ventures, Sequoia India, Omidyar Network and Kae Capital 15,000,000 41 Jhakaas 28/07/2017 Amen Dhyllon Consumer Mumbai Seed Funding App-based Aggregator of N/A Internet Offline Businesses 42 BigStylist Info Edge (India) 28/07/2017 Consumer Beauty Services Mumbai Seed Funding 1,250,000 Ltd Internet Marketplace 43 Gympic.com RoundGlass 28/07/2017 Consumer online marketplace Bangalore Seed Funding N/A Partners Internet for discovering fitness centres Source- www.track.in 26 August 2017 www.Venture-Care.com/Magazine

27. Strategy THE SMARTEST WAY TO STARTING THE SMARTEST WAY TO STARTING AN ONLINE BUSINESS IN INDIA AN ONLINE BUSINESS IN INDIA Don't try and build a business until you read this – Just imagine what it would be like to build an attractive business that avoided all of the... Don't try and build a business until you read this- Just imagine what it would be like to build an attractive business that avoided all of the risks that cause 90% of new businesses to fail. What would it be like to avoid all the frustrations, disappointment, and public humiliation of trying to build a business around an idea that was highly valued in your mind but no one else would pay for it? Note 1: Economics always teaches us to match a supply with the demand. Good businesses fill a need in the Note 2: marketplace. Great businesses solve painful problems Note 3: in the marketplace. Most entrepreneurs fail to find the real demand before they start and many of them think that they create the demand which rarely works. www.Venture-Care.com/Magazine 27 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

28. Strategy 5. Build and Develop the Product Do you know how hard it is to try and convince someone they want or need something when in reality, they don't? Even if it's “cool”? This is where many businesses fail. They fail to provide a product that their market REALLY REALLY WANTS and NEEDS! So this question may arise for you: “How do I know what my customers really really want?” Out source the development of your software with the Pre-Sales money to A+ developers so you can live the lifestyle you desire. 6. SCALE! Release And Launch to 1000/month and then go beyond! Do you want an insider's lesson? Follow the 6 part process above and train your mind to see opportunity and you will find it everywhere. Follow these 6 phases to starting a business th successfully? At the 6 phase your business will be a super hit, here are the phases? And then... Take action. Take action. Take action. 1. Tune Your Mind set Find BIG opportunities to start profitable companies from scratch 2. Idea Extraction Find & Select Profitable Ideas? Even When Keep going and don't stop until you win. You Have Nothing “Nothing in this world can take the place of 3. Sketch The Solution In front Of Your persistence. Talent will not. Nothing is more Potential Customers common than unsuccessful men with talent. Show your solution up front to build trust and Genius will not. Unrewarded genius is almost a rapport with customers. proverb. Education will not. The world is full of 4. Pre-Selling educated derelicts. Persistence and determination Get your customers to fund the development alone are omnipotent.” of your software so you have ZERO RISK. — Calvin Coolidge 28 August 2017 www.Venture-Care.com/Magazine

29. Strategy 8 STEP PROCESS FOR 8 STEP PROCESS FOR NEW PRODUCT DEVELOPMENT NEW PRODUCT DEVELOPMENT Have you ever thought about how a few organizations figure out how to market whole product offerings effortlessly while others still struggle to trump up the interest? Building up... 1. Have you ever thought about how a few organizations figure out how to market whole product offerings effortlessly while others still struggle to trump up the interest? Building up a new product shouldn't feel like you're battling with the dark forces. There are some easier ways too. For that you need to build up a clear road map which will become an organized guide to your business a clear path to follow. New product development process includes the complete journey from generating the concept to launch the product into market. When you will set the means and tail it up to check, product development will turn into a more engaged and adaptable approach that can be adjusted for every single diverse kind of items and administrations. Process flow is covered in following 8 Steps: Idea Generation New product Development process starts with the Generating Idea or the Concept. According to experts, Coming up with fresh ideas has often been considered as one of the hardest phase of this whole process. In the beginning all ideas are good ideas up to certain extent, so it can come from many different directions. This is because experts often go for extensive research of industry and market trends before heading towards the next level. 2. Screening of Ideas Screening of ideas is a crucial stage in this process, as it needs to ensure that unsuitable ideas should get rejected as soon as possible. So how to differentiate between great concepts which will attract the buyers and ideas which will hamstring your campaign before it even begins? So this is done by making sure the profit potential of the product, checking things like expected customer class, size of the target market, market growth. www.Venture-Care.com/Magazine 29 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

30. Strategy 3. Developing and Testing of the Concept Now your idea has passed the screening test. This next phase is the part where companies start working on the concept. By surveying with the questions like “How do we get this to work?”, “Did you understand the concept..??” we can check the whether consumer has got enough in depth information about it so he can visualize it or not. Amid this stage, the association and the advertising division will resolve points of interest like the advantages of the item, showcasing standards, generation costs, and expected client reaction. 4. Business Analysis Once the concept has been tested and finalized, company decision-makers will turn their attention to the numbers, by assessment of the profitability of the product. Because if the production cost is too high for a potentially lucrative idea, then its better not to account it. So the analysis includes detailing of marketing strategy, highlighting the target market, product positioning and the marketing mix which will be useful. It also includes analysis of product demand, costs of full appraisal, competitor study and identification of break-even point. 5. Product Development when a new product gets approval, it has sent to the technical and new product development department. They make a prototype model to check exact design, dimensions & specifications and suitable manufacturing processes. It also gives space for consumer testing, their feedback on about the products look, feel and performance with their quality tests. 6. Technical Aspects Whether you are selling a tech product or simple toy, the technical aspects of the product need to be cross-verified ahead of time. This is the place things like specialized aides, plans, leave procedures, and monetary estimations are dealt with before the item is formally launched in the market. This procedure is required to approve the entire idea and is utilized for further refinement of all components. 7. Commercialization This is the phase where the marketing campaign and the sales funnel associated with the product start working together. At the point when the idea has been created and tried, ultimate conclusions should be made to move the item to its dispatch into the market. Valuing and promoting plans should be concluded and the business groups and conveyance informed, so that the item and organization is prepared for the last stage. 8. Launching in the market. A detailed launch plan is very much essential for this stage where it can run smoothly and make a maximum impact. This launch plan includes decisions regarding time and place for launch to primary focused customer class. At last we should be with a specific end goal to learn from any errors made, a feedback of the market performance of the product which is needed to assess the product. New product development can be made much complex and centered, with a higher probability of success, by following these steps. 30 August 2017 www.Venture-Care.com/Magazine

31. Strategy HOW TO SETUP A HOW TO SETUP A FOREIGN COMPANY IN INDIA FOREIGN COMPANY IN INDIA How to Setup a Foreign Company Business in India Due to economic revolution and globalization, mostly companies in the world looking to expand their operations throughout the Globe. In... About WOS When an Entity which is incorporated outside India (i.e Foreign Country), makes 100% Foreign Direct Investment (FDI) as per Indian FDI policy, the Indian company incorporated for this purpose is said to be wholly owned subsidiary of that foreign entity. Under the current foreign investment policy, a wholly owned subsidiary can be established either under the automatic route, if the conditions specified therein are complied with (specific high priority industries) or obtain an approval from the FIPB. This is the easy and best method for setup a foreign-based Company in India, where entire hold on the share capital of an Indian company is held by Foreign Based Entity. How to Setup a Foreign Company Business in India[/caption] Due to economic revolution and globalization, mostly companies in the world looking to expand their operations throughout the Globe. In the recent past due to India Economy booms and Government also open doors to foreign nations company to invest in India, many foreign companies comes forward to setting up their business in India. Wholly owned Subsidiary is one of the business formation where a foreign entity can setup business in India. This blog helps in understanding about the Wholly owned subsidiary(WOS) Registration of foreign company in India www.Venture-Care.com/Magazine 31 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

32. Strategy Key Feature of WOS WOS is regulated by Indian Companies Act, Documents required for Registratio /setup of Wholly Owned Subsidiary (WOS). 2013 All types of Business Activities are permitted 1. 3 Passport Size photograph. such as manufacturing, marketing, services 2. PAN CARD (Not mandatory in case of Foreign activity etc subject to FDI Norms. Director). Treated as Domestic Indian Company and 3. Passport (Mandatory for Foreign Director, Must Indian Taxation apply and eligible for all be in English Language and duly apostile). exemptions and deduction as applies to 4. Address proof (Driving License, Voter ID, Domestic Companies. Type of WOS Passport, Aadhar Card). 5. Any one of following (Bank Passbook, Credit In India, there are two form of Card Statement, Telephone Bill, Electricity Bill). company incorporated 6. Proof of Registered office in India-Electricity Private Limited Bill, Leased deed or Rent Agreement. 7. If the proposed director is in a foreign country Public Limited then all the documents must be duly apostile by the home country & if a director is presently Private Limited Company has following characteristics: in India then such apostile is not required. shareholders' right to transfer shares is restricted the number of shareholders is limited to 200; and an invitation to the public to subscribe for any shares or debentures is prohibited. Minimum paid up capital is ? 1,00,000. Minimum 2 Director and 2 shareholders, One will be Indian Resident Director. Public Limited Company has following characteristics: It must have at least seven shareholders. Minimum paid up capital must be ? 5,00,000 It must publish a prospectus or file a statement in lieu of a prospectus before it can start transacting business. A public company is required to have at least three directors. 32 August 2017 www.Venture-Care.com/Magazine

33. Strategy Cost for Registering a Company in India The cost for registering a business in India is Process required for registration/ setup of Wholly Owned Subsidiary (WOS) in India. relatively inexpensive. Registration of a 1. Obtaining (Director Identification Number) DIN company in India can also be completed within for all Directors. a few weeks, making India an easy place to 2. Obtaining Digital Signature for all the directors. start a business. 3. Filling Application for Name Reservation for the Post Incorporation Formalities proposed Company. 4. Drafting Memorandum & Articles of Association. Post registration of the company in India, the 5. Subscription to the Memorandum by the Indian Director can help open a bank account shareholders and appropriate person. for the company in India. Once the bank 6. Submission of all the documents to the account is opened, the Company must make Concerned Registrar of Companies (ROC). FDI reporting to the Reserve Bank of India. The 7. Receipt of Certificate of Incorporation from procedure for reporting FDI inflow into the the ROC. company is simple and can be completed easily 8. Apply for PAN CARD and an opening of Bank by a legal or accounting professional in India. Account. Completing the FDI reporting would ensure that 9. Submission of Documents for FDI Compliance the business is in compliance with all after Subscription of Share Capital. regulations in India and ready to operate. www.Venture-Care.com/Magazine 33 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

34. Strategy WHY SHOULD YOU DO THE FEASIBILITY ANALYSIS BEFORE KICKING-OFF WHY SHOULD YOU DO THE FEASIBILITY ANALYSIS BEFORE KICKING-OFF A BUSINESS IDEA A BUSINESS IDEA As well said, “ you don't want to invest your money, your time and your effort on a project or business idea, which seems possible to fail or... As well said, “ you don't want to invest your money, your time and your effort on a project or business idea, which seems possible to fail or not to success”. What is a Feasibility Report? The feasibility report new business or product idea and covers the discussions, analysis, and study of the different aspects ( almost every aspect ) of the feasibility of a START-UP businesses. is an analysis or study or Let's look at Wikipedia definition: “A feasibility study evaluates the project's potential for success; therefore, perceived objectivity is an important factor in the credibility of the study for potential investors and lending institutions.” A visibility report focus on the various aspects of the survivability of the start-up business such as product feasibility, financial feasibility, Market feasibility, Plant/Machinery feasibility, Manpower feasibility, location feasibility etc Know the feasibility of your new Business or Product Idea, Talk with the Expert 34 August 2017 www.Venture-Care.com/Magazine

35. Strategy The three amazing benefits of having feasibility study or analysis: 3.Alternative Solutions Feasibility study or analysis offer you the chance to “get it right” before committing time, money and business resources to an idea that may not work in the way you originally planned, causing you to invest even more in correcting flaws, removing limitations, and then simply try again. Feasibility studies may also open your eyes to new possibilities, opportunities, and solutions you might never have otherwise considered. There are no right or wrong answers to the questions you ask, but an answer you don't necessarily want or expect can create new profit potential. 1.Specific . Being focused and specific a feasibility study or analysis starts with a single question — asking whether the idea, event or action is a viable solution — and force you to focus solely on that question to the exclusion of everything else, drilling down to explore possible outcomes. A feasibility analysis is different than the business plan. A feasibility study is an investigative tool that might cause you to discount an idea, whereas a business plan is a call to action. Generally, feasibility analysis is used as a predecessor to creating a business plan. Here is how Venture Care Team analyze the feasibility of a new business idea 2.The Big Picture Feasibility study or analysis force you consider the big picture first and then think of a top-down approach. In this way, one or two general starter questions lead to a host of additional, more detailed questions that become increasingly narrower in focus as you get closer to reaching an ultimate answer. For example, asking whether anyone will buy your new-and-improved product and whether it will generate a profit creates additional questions that force you to consider customer need and possible competition, and to identify risks that you may face. The Usability and inclusion of a feasibility report: Feasibility studies do not dive into, in-depth long-term financial projections. In basic terms, investor or start-up owner should have a foresight if he will make or lose money during this project. The investor decides to proceed or not, considering the outcomes of the feasibility study. Accordingly, a successful feasibility study should do a basic break-even analysis to see how much money would be necessary to meet the operating expenses of the business idea. You must also describe the followings:- –Your product and its benefits, – Your target market, and – Cost along with break-even and profit points. www.Venture-Care.com/Magazine 35 2 Augest 2017 August 2017 www.Venture-Care.com/Magazine

36. Strategy So, there are two main elements to take into consideration: Technical Issues: Depending on the nature of your business idea, technology and equipment may become one of the biggest cost element. So you need to decide on technology and equipment needed. On the other hand, you should consider the date when you will obtain those since they will directly affect your start-up timeline. 1. Cost = Money + Time + Effort 2. Value expected to be delivered by business idea That being said, a feasibility study dives into four major areas: 1. Market Analysis 2. Organizational Setup 3. Technical Issues 4. Financial Analysis Financial Analysis: As a final step, you should analyze ke financial parameters as following: Variable Costs: These are the costs incurred in starting up a new business, including COGS Here you will define Opex and Capex Fixed Costs: Logistics & Inventory Sales Projections and Target Realization Reporting: This is your monthly sales amount projection. You should define how much of Sales Channels: sales will be distributed on which channel and sell out prices for each channel Considering competition, the most Pricing: appropriate price positioning for your product or service should be determined. Profit and Loss Statement Report: finding the break even point for the proposed business, considering the costs and revenue generated As the first step of a feasibility study, the market analysis should be done in order to have an idea about supply & demand balance of your product or service. Market Analysis: Units to be Sold: How many units do you project to sell each month? What is the projected supply Supply Projection: in your area of the products or services needed for your project? Identification of Target Market and Target Customer: What are your target market and target customer? How many are they, your potential customers? What competition exists in Competition Analysis: this market? Can you establish a market niche which will enable you to compete effectively with others providing this product or service? Is the location of your proposed Location: business or project likely to affect its success? If so, is the identified site the most appropriate one available? Organizational Setup: As the next step to market analysis, right organizational structure and organizational qualifications to manage the business should be determined. People to be on board, in management and other positions should be carefully thought and assigned. In this step, in order to illustrate your organizational structure on an org chart, as a quick and simple solution, use an. This is for As a conclusion, your feasibility study should give a clear idea whether your business idea deserves investment or not. If you want to ease your feasibility study process, using ready-to-use Feasibility Study Kit for Start-ups which include all above will be a smart solution for you. 36 August 2017 www.Venture-Care.com/Magazine

37. Comprehensive Business Care Helping your business to stay compliant. Single package to make your company GET SET GOING Why Choose our Comprehensive Business Care Why Choose our Comprehensive Business Care Venture-Care brings to you Specialized Business Care providing complete accounting, audit, taxation, registrations and annual compliance services. These packages are much more affordable compared to the cost of individual services and the best part is that they provide you peace of mind while running a business. You don't have to worry about “what to do when”. A team of expert CA and CS lead by our senior associate will always be available to handle your assignment, collect documents, punch your accounting entries, contact you for every compliance, generate reports for decision making and assist you in every matter. COMPREHENSIVE SERVICES VALUE ADDED SERVICES REAL TIME ASSISTANCE AFFORDABLE PRICING PROFESSIONAL APPROACH ACCURACY let us help your organization stay compliant and avoid heavy penalties, let us help your organization stay compliant and avoid heavy penalties, Talk with our Expert call : 020 65363633 Talk with our Expert call : 020 65363633 www.venture-care.com/comprehensive-business-care

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39. More Ideas for More Ideas for Your Business Your Business WHAT WE DO It’s not how many ideas you have. It’s how many you make happen. It’s your idea or venturecare’s, We make it happen to Plan, Launch Grow and your business. See how at www.venture-care.com Our Solutions Note: Venture Care is a Brand of S&F Advisory Private Limited. Since 2010, We are helping businesses and enterprises to Plan, start & Grow Business and Close or Exit from a Business. We at Venture Care generate ideas, spark actions and quantify time-bound results by providing tailored, practical and affordable solutions. Venture-Care is dedicated to turning good ideas into measurable change and to guide you to flourish your business aspirations. Strategy | Finance | Digital | Legal Contact Us Head Office (India) Venture Care Ajinkytara, Kalaniketan, Sur. No. 29, Kalanagar Near Rajshri Shahu Bank. Dhankawadi. Pune 43 Branch office (Netherlands) Venture Care JonkerFransstraat 46, 3031 AV Rotterdam, (NL) Phone: +31 614 575 275 www.venture-care.com 020 65363633 ask@venture-care.com

40. About Venture Care:- Venture Care is India's 1st of its kind online Business Solution Company which helps to Plan, Launch, Manage and Grow Businesses. Find More about us at www.venture-care.com WHAT WE DO Since 2010, Venture Care (a S&F Advisory Brand) is helping businesses and enterprises to Plan a Business, start a business, run a business, Grow a Business and Close or Exit from a Business. We at Venture Care generate ideas, spark actions and quantify time-bound results by providing tailored, practical and affordable solutions for the growth of your company. Venture-Care is dedicated to turning good ideas into measurable change Our team of Chartered Accountants, Business planner, Technocrats, Strategist, Marketers, Senior Bankers, Company Secretaries, Tax Experts and other professionals enables us to help and guide you to flourish your business aspirations. Branch office (Netherlands) Venture Care JonkerFransstraat 46, 3031 AV Rotterdam, (NL) Phone: +31 614 575 275 Head Office (India) Venture Care 17 Ajinkytara, Kalaniketan Society s.no. 29, Kalanagar Near Rajrshi Shahu & Janta Bank. Dhankawadi Pune 43. ask@venture-care.com 020 65363633 www.Venture-Care.com/Magazine