Elgin Matt John and Associates

✉ info@elginmattjohnandassociates.com |  ✆ +91 9818732715

CORPORATE LAWS

CORPORATE LAWS

CORPORATE LAWS

CORPORATE LAWS

CORPORATE LAWS

CORPORATE LAWS

CORPORATE LAWS

CORPORATE ADVISORY AND TRANSACTION PRACTICE
E.M.J. & Associates supports its clients in Corporate Advisory and Transaction Practice. With a rapid increase of multinational Corporations throughout the globe, there are many giant problems being faced by large Corporates in day to day affairs of the company in the context of financial and commercial transactions. The corporate advisory is lead by Mr. Sanju Kumar who has brought with him his team of associates that provide the
basic compliance associated work for the firm. Keeping in view and in order to fulfill our client’s requirements and to provide solutions under single platform. E.M.J. & Associates emphasizes their practice in the following areas.

  • Advising on issues in relation to investment by foreign companies in India.
  • Drafting opinions in the context of global issues related to investment in FDI;
  • Incorporation of Companies in India and Foreign Companies;
    Drafting Joint Venture Agreements and other agreements in relation to FDI;
  • Drafting and negotiating of commercial agreements (such as shareholders agreements, franchises, leases, licenses, employment contracts, job works, bank / finance agreements, vendor agreements etc.);
  • Drafting of notices / responses, board resolutions, minutes of meetings etc;
  • Obtaining permissions and approvals from RBI(Reserve Bank of India) for setting up of liaison office and branch office for foreign companies;
  • Drafting of agreements and contracts for multinational companies in the context of real estate transactions;
  • Obtaining all types of licenses, approvals, clearances and permissions in relation to EPF, ESI, Environmental & Contract Labour etc. under various Industrial and Labour laws;
  • Advising on issues for setting up of five star hotels;
  • Conducting legal due diligence for Checking and verification of title of properties;
  • Filing of forms and seeking permissions/ approvals from Registrar of Companies.
  • Assistance in creation and maintenance of corporate and statutory records, including those which are submitted to the registrar of companies, trademark registry, labour and industrial authorities etc.;
  • Internal legal audits and review of compliances;
  • Assistance in domestic inquiries;
  • Dispute resolution options and pre-litigation strategies, including mediation.
  • The counsels of E.M.J. & Associates advise on various transactional issues involving a wide canvas of domestic legislations, including investment norms, corporate law, labour and employment issues, contractual issues etc.
 
SETTING UP BUSINESS / FOREIGN DIRECT INVESTMENT ETC

With the opening up of the Indian Economy many companies having operations in different countries have been looking at India as an attractive investment option. Foreign Direct Investments especially from the South East Asia, China and Japan have been on the rise as companies registered and operating from these countries have been looking for avenues to enter the Indian Market, setting up offices and factories. The Indian Government responding to these demands have also developed and put in place basic policy framework that eases the setting up of businesses in India. The provisional Governments have also worked in tandem with the Central Government to develop a policy framework along with the easier regulations in the areas of land, electricity, environmental clearances, labour etc. However it cannot be ignored that there are a large number of compliances and clearances that may be required both from the central as well as the State/Provisional Governments/municipalities and a vivid understanding of the these regulations becomes necessary for any investor wanting to set up its factories, shops, establishments etc.

We at E.M.J. & Associateshave been assisting companies in navigating the maze of regulations associated with the setting up factories, shops, offices etc. The one on one and close association that our counsels are able to have with the investors or the respective departments allows an easy and unhindered manner for the companies to establish their business in India.

MERGER AND ACQUSITION PRACTICE

The counsels of E.M.J. & Associates advise on various transactional issues relating to Mergers & Acquisitions in various sectors and industries like Real Estate, Pharmaceutical, Telecom, Textile, Sugar and Dairy business etc. Our key services includes

  • Pre and Post Compliance issues under various statutory acts;
    Providing roadmaps to mergers and giving timely checklist of compliances;
  • Conducting Due Diligence- Analyzing the financial health of the company and suggesting pragmatic approach to mitigate the risks in case of mergers, amalgamations and acquisitions;
  • Preparation of Schemes of Arrangement, Reconstructions and Demergers;
  • Capital & Debt restructuring, buy-back of securities & reduction of capital;
  • Solving issues in relation to Sick Industrial units;
  • Advising on issues in relation to Taxation and Stamp Duty aspects;
  • Liasioning with Governmental and semi governmental organizations (Official Liquidator, Regional Director, Ministry of Corporate Affairs and Registrar of Companies etc.) during the time of Mergers and Amalgamations;
  • Issues relating to Transfer of licenses during the course of merger;
    Filing and appearing in Applications, Petitions for sanctioning of amalgamations before various High Courts etc.
COMPETITION LAWS

Businesses, in India have to comply with competition laws, both in relation to transactions and their day-to-day commercial behaviour. Our competition practice offers depth and breadth of experience to assist clients in overcoming this challenges and any related litigation.

Competition policy encroaches upon all aspects of commercial conduct and strategy. We seek to give clients commercial risk-based advice so that they can pursue their business strategies without infringing the competition rules. Even where a company has breached competition rules, we aim to ensure that our skilful advice minimizes exposure. We provide cutting-edge advice and advocacy in this complex area of law, economics and policy
We advise our clients and our panel of advocates undertake litigation on issues related to Monopolies & Restrictive Trade Practices (MRTP) (now repealed) and Competition Act 2002

OTHER COMPLIANCE RELATED ADVISORY

 
The corporate advisory is lead by Mr. Sanju Kumar who has brought and build his own team of associates that provide the basic compliance associated work for the firm. Under his stewardship and his team he has solved complexities relating to compliance practice under various corporate and securities laws, approvals of the Ministry of Corporate
Affairs, Compounding of offences, Corporate Governance, FEMA Compliances and Management Consultancy. The team headed by Mr. Sanju Kumar isadept in fulfillment of applicable compliances and handling implication of non-compliances arises. His team has executed compliance management in companies like, Thomson Press India Limited, Metro Tyres Limited, Metro Ortem Limited, Elephant Energy Private Limited (Power Generation Company), La Pristine Bioceuticals Private Limited Pharmaceuticals Company), M/s Radheshyam Holdings & Estates Private Limited (Plywood Manufacturer), Elmech Pneumatics Industries Private Limited, Mozexo Foods Private Limited and its group (Manufacturer of Namkeen, fryums, etc.), Shree Padmawati Engineers (India) Private Limited, Acton Pharma Private Limited, Shri Sai Madhuban Hospitality Private
Limited to name a few.

CIVIL AND COMMERCIAL LITIGATION

Another substantial practice of E.M.J. & Associates is handling cases relating to oppression and mismanagement disputes before the National Company Law Tribunal (NCLT) and appellate jurisdiction (NCLAT) as well as before the High Court and Supreme Court of India. This portfolio of service includes both pre-litigation advises on options as well conducting cases on behalf of clients before various forums in India. The associates of
E.M.J. & Associates have a vast experience in management of litigation across sectors and forums. In fact the counsels of E.M.J. & Associates have handled a number of cases concerning the disputes amongst shareholders, creditors and the company. In most of the contentious disputes concerning shareholders, creditors and company the counsels of E.M.J. & Associates have implemented the arbitration procedure as a mechanism for
settling the disputes expeditiously. To name a few, our key services includes:

  • Drafting, filing of petitions before the National Company Law Tribunal/ National Company Law Appellate Tribunal etc.
  •  Appeals arising out of the orders of tribunal filed before the Supreme Court of India.
  •  Regular First Appeals, Revision Petitions and Letters Patent Appeal before the Regional High Courts.
LABOUR LAW ADVISORY AND SERVICE

This portfolio includes Conducting Due Diligences, Conducting Labour Law Audits, providing Labour law compliance certificates, Providing timely checklists to the Client, Issue of Appointment Letter to a new appointed employee, Preparation of monthly Salary Register, Preparation of Monthly Attendance Register and Disbursement of monthly salary slips/ wages slips. This Service extends to

  • Maintenance & Submission of Various Returns under E.S.I. Act- Register No. 7 (ESI Regulation No. 32) Monthly Basis; Filing Form No.6 (Half-yearly Return); ESI Declaration Form-1 (Regulation 11 & 12); Form No. 3 (Regulation 14); Form No. 1-A (Annual Return); Monthly ESI Challan and Correspondence/Liaison with ESI Department.
  • Maintenance & Submission of Various Returns under EPF Act – Submission of Form No.2 (Nomination form at the time of appointment of an employee); Form No.9 to be submitted along with Form No. 2; Submission of Form No. 5a (i.e. the Ownership return); Preparing monthly P.F. Challans; Form No 5 & 10 at the time of appointment and resignation of employee; Form No.11 which is very much necessary for those who exempted from deduction of EPF; Form 12 A every month; Filling of Annual Returns & their assessments in the form of Accounts Slip and Filling of all relevant Documents at the time of the resignation of the employee.
  • Discuss the tax issues with the statutory auditor of the company at the end of the every financial year.
  • Maintenance of Registers under Shops And Establishments Act- Register of Employment – Form XXII ; Register of Wages – Form XXIII ; Register of Leave – Form XXV; Register of Advances of wage; Register of deductions for the damage or loss caused to the employer by the neglect or default of employees- Form XI; Register of fines-Form X.
  • Maintenance of Registers under Employees State Insurance Act- Bound Inspection Book; Accident Book (form15); Register of Employees (form 7) and Attendance Register.
  • Maintenance of Registers under the Minimum Wages Act- Register of Fines (Form 1); Register of Over Time (Form IV); Register of Wages (Form X); Wage slip (Form XI) and Muster Roll (Form V).
  • Maintenance of Registers under the Payment of Wages Act- Register of Payment of Wages; Register of Advances and Register of Fines.
  • Other Services- Visit during any physical inspection from the Govt. Dept; Guidance about Changes in Labour Laws; Balance Sheet Guidance; Filling of withdrawal forms of employees at the time of their Resignation from the job; Providing Notes and Legal Opinions on various issues relating to the Corporate and Economic Laws;

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