SMD Advisory Services P Ltd

Transcription

1 Our Mission We wish to be the preferred Choice of executives of large corporates, tax and business consultants, owner-managed businesses and larger organisations where niche market expertise is required. Our Goal To provide proactive professional service of excellence in the fields where we operate To offer a range of products and services that add measurable value to our clients' businesses to ensure they are widely respected within the industry in which they operate To be recognised for in-depth expertise in certain key niche sectors To be innovative in developing appropriate solutions for clients Our Approach SMD Advisory has redefined the whole concept of business Advisory. Instead of adhering to the custom role of being a solution provider, SMD specializes in playing a Proactive role in business advisory. Solutions are necessary only when problems arise; SMD therefore strives to eliminate for any such problem before it crops up. Our business expertise would provide an objective and independent view often required for making key decisions pertaining to the growth of the business at every phase. Adhering to professional inputs in corporate decision making would set a sound foundation for better results in Business. This has turned out to be a tried and tested method for ensuring an enduring business success. Customized solutions SMD Advisory offers practical, effective and timely advice on all aspects pertaining to the client s business. Providing expert opinion at the appropriate time helps in fine-tuning the business strategy and improving the success rate. SMD strives to provide customised solutions suiting the unique needs of each client. The clients can obtain valuable inputs on various aspects like new avenues of business or improving the performance of existing business. This invariably leads to an aggressive but sustainable business growth.

2 Broad Spectrum of Services Audit & Assurance Services Business Performance Evaluation & improvement Business Taxation Advisory & Compliance services Business & Share Valuation services Mergers & Acquisitions Corporate Finance Management Consulting and Business Advisory services Business/Shareholder succession advisory services Business Start-ups, forecasting and business plans Due Diligence investigations Industries Catered to Agriculture Apparels & Textiles Chemicals & Fertilizers Logistics Financial Services Healthcare Manufacturing sector Iron & Steel industry Trade Import & Export Engineering Consumer & Industrial Automobile components Business Process Outsourcing Not-for-profit organizations International Presence Our origins are in Coimbatore and hence we have our administrative head-quarters there. SMD Advisory has a network of branches and associate offices in some of the important cities in India and abroad. Offices are in Dubai and London primarily to cater to the needs of the Indian business houses there. Thirteen other offices are in Delhi, Mumbai, Chennai, Bangalore etc. providing the clients with a definite convenience. Having steadily invested in people, process, technology and infrastructure, SMD Advisory is scaling new heights to assert its position in the global scenario. Utmost emphasis has been laid on continuous knowledge enhancement and skill up-gradation, thereby ensuring the best services to the clients. SMD network consists of affiliates internationally proven consultants and links whose resources and expertise and capabilities are available to the clients. The network extends widely to Gulf countries and Europe for leveraging the international connections for assisting business transaction of the clients.

3 Our Corporate clientele includes, amidst others, Mold-Masters Asia Argo-Hytos Bebeco Gmbh Petrofac International Regen PowerTech Technomax Building Solutions Trans Venture Solutions CRI Pumps Sree Annapoorna Super Spining Mills Coimbatore Pioneer Fertilisers Sandfits Foundries Bull Machines Reflection Investments WaterTec GD-Weiler Jai Balaji Wind Energy Janarthana Spinning STV Textiles Crocodile Sharp Pumps Rathna Resorts GV Cotton Mills Oriental Plants and Equipments E-edit Business Santype London Q-Pro Software TRC Engg. Worldwide DLF SEZ

4 Details of the range of services offered by us include the following: 1. Audit & Assurance Services SMD Advisory offers a broad range of effective audit and assurance services which meet the demands of statutory requirements and that of business needs of our clients. 2. Setting up successful operations with tax effective planning Advising on/formulating the entry strategy Structuring the investment in the most tax efficient manner after considering benefits available under domestic tax laws and also the benefits under various Tax treaties in order to ensure tax minimization on a global basis Advising on the possible locations for setting up manufacturing operations to obtain maximum tax benefits after taking into account infrastructural and other specific special requirements Negotiate with various State Governments for obtainment of maximum benefit when large foreign investment is envisaged Guidance in respect of various laws, rules and regulations that will have a bearing on setting up of operations in India Obtainment of clearance from the Foreign Investment Promotion Board and Reserve Bank of India, where necessary Obtainment of Registrations for obtainment of certain tax benefits Total guidance & assistance in the incorporation of the company including approval for name of the company, drafting of Charter Documents, filing of documents required for incorporation and obtainment of Registration from the Registrar of Companies Advising on the various compliance procedures under relevant laws, rules and regulations including industry specific legal issues Acting as representative office of a foreign entity in India to promote its business development and interests in India 3. Advising on Corporate and Strategic issues: Advising companies on the legal, regulatory and tax aspects of doing business Advising on composition of Board of Directors, rights, duties and responsibilities of directors appointed on the Board Filing of various documents / returns with the Registrar of Companies & other statutory authorities. Advising on all matters relating to technical collaboration & royalty Assist in obtaining all Government, RBI & other statutory approvals Preparation of financial feasibility reports Identification of partner for JV, franchisee business, import, exports, etc. Vetting of proposals received from parties for joint venture and collaboration. Advising on listing of securities in stock exchanges, on issues relating to corporate governance, listing requirements. Advising on issue of new shares (both ordinary & preference), buy back of shares, issue of stock options, stock split, etc.

5 Advising companies on restructuring of companies including merger, de-merger, reduction of capital, winding-up of its operations and the repatriation of the proceeds thereof. Advising on direct / indirect acquisition of shares/companies and ensuring compliance with Take Over Regulations and other statutory requirements Advising on sale or dilution of stake in a company and ensuring compliance with relevant regulations Valuation of business / company for acquisition, divestment etc. 4. Tax Planning & Tax Management within the framework of law Advising on tax efficient entry strategy Advising on structure of investments through a tax favorable jurisdiction to minimize overall global taxation Advising on out-bound investments Advising on transfer pricing and tax treaty implications Advising on tax implication (including withholding tax & transfer pricing issues) of any transaction undertaken by a foreign entity with any Indian resident Advising on tax implication (including withholding tax & transfer pricing issues) of any transaction undertaken by an Indian resident with any foreign entity Advising on Tax incidence of Expats and structuring of their remuneration to reduce incidence of tax Advising on direct and indirect taxation Advising on minimization of tax liability by utilization of all the available tax benefits Obtaining advance tax rulings from tax authorities in respect of any transaction undertaken or to be undertaken Filing Return of Income/Loss and various other returns to be filed under the provisions of Income tax Act, Wealth tax Act, Fringe Benefits Tax, etc. Filing of Appeal against any disputed order and representation before Tax authorities in respect of any tax dispute Conducting tax due diligence in the case of takeover, merger or acquisition 5. Advising on Legal implications and compliance: Advise companies on all commercial laws including those relating to property, payment of stamp duties, registration of documents, etc. Advise companies on Corporate and Securities Law and regulations Advise companies on competition law, including unfair trade practices and anti-competitive practices Advise on compliances with various labour laws while doing business Advise on Factories Act and Environmental laws Drafting and filing of applications for registration for patents, trade marks and copy rights Drafting and filing of objections with the concerned authorities against possible infringement of patents, trade marks and copy rights and assist in prosecution of infringers Drafting agreements for usage/limited assignment of patents, trade marks, brand names, copy rights Coordinating with international law firms in the registration of intellectual property rights

6 Guiding the company and drafting of various agreements like license/royalty, technical collaboration, employment, confidentiality, services, strategic alliance, etc Advise on setting up joint ventures in India or overseas, drafting of joint venture agreement considering Indian legal, tax and exchange control implications, inter-se, special and pre-emptive rights Conducting a legal due diligence on any other company/party and draft all the required agreements including share purchase agreement, shareholder agreement, business acquisition agreement, escrow agreement, non-compete & non disclosure agreements, etc. Advise on issues relating to mergers & acquisition including obtaining the requisite approvals of the High Court and/or other regulatory authorities 6. Advising on Financial Structuring, Precise Accounting & Apt Controls: Financial Services: Structuring of the capital of the Indian entity Obtainment of approvals of FIPB or RBI for investment in Indian entity/operations Negotiation with banks & financial institutions for raising finance required for setting up the manufacturing operations Negotiation with banks for raising finance required for working capital Negotiating with mutual funds, foreign institutional investors and venture capital funds for placement of equity/debt Obtaining approval for raising external commercial borrowings to part finance the cost of setting up of Indian operations Restructuring of debt to reduce interest cost Advise on tax efficient way of conducting treasury operations Accounting Advisory Services: Advise on maintenance of all Accounting records and ensuring audit of the same and filing of Annual Accounts and other necessary documents with the concerned authorities Advise on maintenance of all statutory registers including those in respect of meetings of the board of directors and shareholders and filing of all documents/returns with the statutory authorities like Registrar of Companies, etc. Formulation and institution of suitable systems, procedures & checklists to ensure internal controls and audit trails Providing assistance to Indian entity to comply with Indian GAAP, IFRS & US GAAP Providing assistance to Indian entity to comply with the provisions of Sarbanes-Oxley Act and/or Clause 49 of the Listing Agreement relating to Corporate Governance

7 7. Advising on Effective HR policies & Risk Management Human Relations Advisory Services: Structuring the compensation packages of expats to ensure maximum tax benefits and repatriation Advising on tax liability of fees / remuneration paid to foreign technicians and consultants engaged by a company and other compliances required in respect of the same Formulation of stock option / share purchase plans considering various applicable Indian laws and the guidelines issued by the Securities & Exchange Board of India & getting necessary clearances for the same from regulatory authorities Structuring a tax efficient compensation package after considering the implications of fringe benefit tax provisions and other legal obligations Drafting of employment contracts incorporating suitable provisions for secrecy, non-competition, non- solicitation and intellectual property Computation of tax liabilities of employees and filing of their Returns of Income Advising on compliances with various labour laws Risk Advisory Services: Conducting due diligence to identify various risks associated in respect of Indian operations Formulating and instituting systems and procedures to ensure risk elimination/mitigation Advising on Directors' & Officers' liability, third party liability, product liability insurance, etc. Review of risks associated with policies/proposed changes in the policies of the central as well as state governments which will have a bearing on Indian operations Negotiation with Insurance companies to obtain best quotes for property insurance, loss of profit, machinery break down policy, transit & storage insurance Review of foreign exchange exposure of Indian operations and suggest suitable instruments to hedge the risks 8. BUSINESS PERFORMANCE ASSESSMENT AND IMPROVEMENT We offer our services in assessing and improving business performance (efficiency and effectiveness) to meet the rising expectations of key stakeholders in companies and better returns on investment. We offer our services by advising and strategizing for: Improving throughput performance Reducing process cycle time Reducing process cost Enhancing quality of delivered service Incorporating flexibility in processes Improving customer satisfaction

8 Our typical business performance improvement benefits include the tangible and the intangible and profitability improvements are through the following means: Cost reduction Inventory levels reduction Process lead time reduction Increase in capacity utilization Service level improvement Decrease in overhead expenses Productivity improvement (capital and manpower productivity) De-layering Setup / changeover time reduction Appropriate control mechanisms which do not hinder process flow Reduced need for reconciliation Job enrichment due to empowerment and measure of effectiveness, beyond efficiency Contact: S.Murali Dharan FCA SMD Advisory Services P Ltd #1, Dhruva Tara 241, Dr.Rajendra Prasad Road Tatabad Coimbatore Phone: , Website: E Mail: dharan2001@airtelmail.in, info@smdconsultancy.com