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Winding up of LLP

Closing an LLP

To close an LLP, follow legal procedures, including filing a resolution with the Registrar of Companies, submitting a statement of assets and liabilities, and a valuation report. Most partners must declare no debts or pay off all debts within a specified period, not exceeding one year from winding up

LLPs must comply with mandatory returns and close down if not filing, as penalties can result. Fincto is a popular service provider for LLP registration and closure. LLPs must be inactive for at least one year and not have assets at the time of application. Closing involves submitting an application, fees, affidavit, IT return, and Statement of Accounts. The closure process may take up to two months, depending on partners’ completion of necessary procedures.

Certain conditions need to be met for closing down an LLP:

Checklist for Closing Down an LLP:

The LLP should not have commenced business after incorporation.

The LLP should not have engaged in any business for the past year.

The LLP should have no assets and liabilities.

How to Close an LLP in India:

Transforming LLP agreement with Fincto involves three simple steps.

Step 1: Resolution for Closure of LLP

Step 2: Form No. 1

Step 3: No Debt Declaration

Step 4: Form 4 & Value of Assets

Step 5: Creditor Consent

Step 6 – Filing Form 6

Step 7: Filing Form 9

Fincto’s Procedure for Winding Up

To change the company name, the following documents need to be filed:

Form 24 LLP

File Form 24 with the Registrar of Companies, along with a declaration from the partners, indemnity bonds, and an affidavit stating the information's accuracy.

Public Notice

The Registrar of Companies will publish a notice on its website, stating the application's contents, for one month.

Removal of LLP's Name

After one month, the Registrar of Companies will remove the LLP's name from the register and publish a notice in the Official Gazette, legally closing/dissolving the LLP.

Some of the Most Common Reasons for Making Change in LLP Agreement

Changes to LLP agreement may be necessary due to various reasons.

Capital Adjustment

Business growth impacts capital needs, requiring adjustments in sharing and profit ratios.

Role and Responsibility Changes

Partners' roles and responsibilities may change over time, requiring modifications.

Administrative Powers and Restrictions

Modifications to administrative powers and activities to meet evolving business needs.

Clauses Adjustment

Changes may be necessary for clauses like jurisdiction, resignation, appointment, partnership duration.

Documents Required from Partners & Designated Partners for Closing an LLP

Partners need to submit the following documents for LLP closure:

Does Changing a Company’s Name Affect Its Rights?

Changing the company’s name does not alter any existing rights or obligations of the company. The company’s prior name will not have any impact on any legal actions already started or ones it is now facing.

 

However, after the new name has been officially registered with the Registrar of Companies (RoC), any new legal proceedings in the company’s former name will be invalid, and the company’s old name should be considered non-existent. Despite the name change, the company’s legal structure is unaltered.

The Process of Company Name Approval

The approval of the company name is an essential stage in renaming your business. This procedure is requesting formal approval from the appropriate authorities, often a government body in charge of registering and overseeing businesses in a particular territory. The goal of name approval is to make sure the new company name is original and hasn’t been taken by another company. It must also adhere to all rules and regulations established by law in that region.

The procedure for Private Limited Company Name Approval, for instance, will follow the same guidelines if you are operating as a Private Limited Company and want to make sure the new name complies with all legal requirements.

According to Rule 27 of the Companies (Incorporation) Rules, 2014,

when changing the registered office address, it is crucial to file Form INC-22 along with the requisite fees. The following documents need to be submitted for verification:

The board must approve a director’s company relocation to their property, submit necessary paperwork, and submit Form INC-22 for the MCA to initiate the change.

Why Fincto for Business Name Change?

Choosing Fincto for changing your company name comes with several advantages:

Simple and Speedy Process

We've designed an efficient and straightforward process to make the name change seamless and time-saving for you.

Name Availability Check

Our expert team will verify the availability of your proposed name before proceeding with the legal formalities.

Drafting and Filing Assistance

We take care of drafting the necessary documents, filling out forms, and handling the entire filing process on your behalf.

MoA and AoA Amendments

We make sure all required changes are made to your Memorandum of Association and Articles of Association.

Top-Notch Support

Our dedicated support team is always ready to address your queries and provide assistance throughout the name change process.

Fincto is your go-to partner when it comes to renaming your business since we make the process easy and provide professional advice at each stage. Let us handle the details so you can concentrate on choosing a name that will help your company develop.

Process for Changing the Company Objectives

The process for changing the company objectives involves five key steps:

Step 1: Board Resolution

The company's name and objectives will be altered through a board meeting, with a director or secretary appointed to sign and certify the necessary documents.

Step 3: File Form MGT-14 with RoC

File Form MGT-14 with the RoC, along with the necessary documents, to process the changes.

Step 5: Incorporation of the MoA Object Clauses

After receiving the new incorporation certificate, update the object clause in all copies of the MoA.

Step 2: Special Resolution in EGM

The committee is planning to hold an Extraordinary General Meeting (EGM) to approve changes, ensuring all members are given proper notice and their responses are collected.

Step 4: Issuance of Fresh Certificate of Incorporation

If the Company Identification Number (CIN) changes due to a change in the industry code, the RoC will issue a new certificate of incorporation to the company.

Liquidation Regulations and Relevant Acts

The process of liquidation is governed by several regulations and acts, including:

Companies Act, 2013

The act outlines the circumstances under which a company can be shut down, including special resolutions, acts against the country's sovereignty, court findings, failure to file yearly returns, and more.

Insolvency and Bankruptcy Code, 2016

This code deals with the voluntary liquidation of companies through special resolutions passed by board members.

Closing a Company in India - Options and Procedures

Directors must submit KYC information to MCA if they meet recent updates.

Winding Up

The Ministry of Corporate Affairs offers the 'Strike Off' mechanism for inactive businesses, which can be initiated voluntarily through specific resolutions or court orders.

Fast Track Exit

This method, available under Section 248 of the Companies Act of 2013, is a quick and straightforward way to dissolve a defunct company.

Change of Registered Office to a Different State

For companies seeking to change their registered office address from one state to another, the process involves the following steps:

Passing Resolution:

The Board of Directors is required to adopt a resolution requesting an EGM to discuss and pass a special resolution for changing the registered office and modifying the Memorandum of Association.

Application to Regional Director

The company must publish a notice in a newspaper, notify debenture holders, creditors, and depositors within 21 days, apply to the Regional Director using Form INC-23, and receive confirmation within 60 days.

Filings at the RoC

The company is required to obtain approvals from the Regional Director and Central Government within 60 days, using Form INC-22 and INC-28, to confirm the office change.

Importance of Online Accounting Services & Company Compliance Services

Private limited companies must prioritize annual compliances, ensuring filings meet due dates and adhering to prescribed guidelines

Budgeting

Manage company income, expenditure, and monitor managerial policies effectively.

Evaluating Business Performance

Assess business performance using key metrics like net profit.

Managing Cash Flow

Monitor business finances for effective project planning and financial management.

Providing Financial Information to Investors and Stakeholders

Assess a business's financial health and credibility for investors.

Mandatory by Law

Registrar of Companies mandates income tax compliance, avoiding fines.

Form DIR-3 KYC: Empowering Directors with fincto

The Director Identification Number (DIN) is a crucial identifier for aspiring and current directors in corporate governance. Obtaining a DIN requires a one-time application through eForm DIR-3. An annual requirement has been introduced, requiring directors with DINs to submit KYC details annually through fincto’s expertise.

Customizable Founders Agreement Template: A Framework for Success

THIS FOUNDERS’ AGREEMENT (hereinafter referred to as the ‘Agreement’) is executed on [DD/MM/YYYY] by and among [XXXX] (the ‘Company’), and the following founders (the ‘Founders’):

[Insert Founder Name]

[Insert Founder Name]

NOW, WITH DUE CONSIDERATION to the foregoing and the mutual covenants and agreements hereinafter detailed, the parties hereto concur as follows:

[Continuation of the founders agreement template, incorporating company information, initial capital, ownership structure, vesting schedule, intellectual property rights, amendment protocols, resignation procedures, confidentiality commitments, dispute resolution, and more.]

Advantage for NDA Crafting

Tech-Infused Expertise

Fincto combines technology and legal expertise for thousands of legal tasks.

Seamless Government Interaction

Government processes simplified for convenience.

Dual Iteration Rounds

Package includes two iterations for satisfaction.

Effortless Legal Processes

Fincto simplifies legal processes, making them accessible and accessible.

For comprehensive guidance, expert consultation is recommended.

Why Fincto?

A founders agreement encompasses several pivotal sections, including:

1K Companies Per Month

We handle legal work for over 1000 companies and LLPs each month, utilizing our tech capabilities and expertise of our legal professionals, ensuring ease and convenience for our clients.

Realistic Expectations

We provide clarity on the incorporation process, setting realistic expectations and handling all paperwork to ensure a seamless interactive process with the government.

300-Strong Team

With a team of over 300 experienced business advisors and legal professionals, we offer top-notch legal services.

Recent Updates

We stay up-to-date with regulatory changes, such as the new rules for winding up companies, ensuring our clients receive accurate and timely services.

When it comes to closing down an LLP, Fincto is a trusted partner for closing an LLP, providing comprehensive support and guidance. Let us handle the legal complexities while you focus on the next chapter of your business journey.

Product Returns

Customer may receive a refund for product dislike, damaged, incorrect item, or predefined issues upon return.

Order Cancellations

Refund policy governs online order cancellation process, details, and procedures for refunds.

GST Tax Rates

Website Disclaimer: Shielding Your Online Presence

A Website Disclaimer communicates liabilities to visitors, safeguards intellectual property, discourages unauthorized usage, and prevents misuse accusations. It can be standalone or integrated into legal documents, demonstrating responsible online conduct and promoting responsible behavior.

Cookie Policy Landscape

A Cookie Policy is essential for online transparency and legal compliance, educating visitors about active cookies, their purpose, and user data processing. It is often a legal requirement in many jurisdictions.

Shipping and Delivery Policies: Streamlining E-Commerce

E-commerce relies on efficient shipping and delivery; a Shipping Policy provides clear information on fees, timelines, and procedures, improving customer experience.

Overview of GST Filing Returns - Types and Due Dates

GSTR1

GSTR1 is the form used for tax returns on outward supplies, encompassing both interstate and intrastate B2B and B2C sales. It also includes details of purchases under reverse charge and inter-state stock transfers made during the tax period. Late filing of GSTR1 can result in a late fee, which is collected in the subsequent open return, Form GSTR-3B. Since January 1, 2022, taxpayers cannot file Form GSTR-1 if they haven't filed Form GSTR-3B in the preceding month.

GSTR1A

This amendment form corrects any discrepancies between the GSTR-1 of a taxpayer and the GSTR-2 of their customers. The filing window for GSTR1A is between the 15th and 17th of the following month.

GSTR2

Monthly GST returns for inward supplies are filed using this form. It contains taxpayer information, return period, and detailed invoice-level purchase information related to goods and services separately.

GSTR2A

This auto-generated tax return compiles purchases and inward supplies made by a taxpayer based on the information from their suppliers GSTR-1.

GSTR2B

An auto-generated document that acts as an Input Tax Credit (ITC) statement for taxpayers, facilitating faster return filing, minimizing errors, easing reconciliation, and simplifying compliance.

GSTR3

This form is used to file consolidated monthly tax returns. It contains the taxpayers basic information, turnover details, final aggregate-level inward and outward supply details, tax liability under CGST, SGST, IGST, additional tax (+1% tax), ITC, cash, liability ledgers, and details of other payments like interests, penalties, and fees.

GSTR3A

This is a tax notice issued by the tax authority to a defaulter who has failed to file monthly GST returns on time.

GSTR3B

It is a temporary consolidated summary GST return for inward and outward supplies, introduced as a relaxation for recently registered businesses.

GSTR4

This quarterly GST return is filed by compounding vendors. It includes the total value of supplies made during the covered period and details of tax paid at the compounding rate (not exceeding 1% of aggregate turnover) along with invoice details for inward supplies.

GSTR4A

The Quarterly purchase-related tax return filed by composition dealers, automatically generated by the GSTN portal based on information from the suppliers GSTR-1, GSTR-5, and GSTR-7.

GSTR5

Variable return for Non-resident foreign taxpayers, containing details of the taxpayer, return period, and invoice details of all goods and services sold and purchased. It also includes imports on Indian soil for the registered period/month.

GSTR6

This monthly GST return is for ISDs (Input Service Distributors), containing details of invoice-level supply from the GSTR-1 of counterparties, credit for ITC services received, debit for ITC reversed or distributed, and closing balance.

GSTR7

It is a monthly return for TDS (Tax Deducted at Source) transactions, containing the taxpayers basic information, return period, supplier's GSTIN, and invoices against which the tax has been deducted, categorized under SGST, CGST, and IGST. It also includes details of other payments like interests and penalties.

GSTR8

This is the monthly return for e-commerce operators. It contains the taxpayers basic information, return period, details of supplies made to customers through the e-commerce portal, tax collected at source, tax payable, and tax paid.

GSTR9

The annual consolidated tax return, comprising detailed income and expenditure, regrouped according to the monthly GST returns filed by the taxpayer.

GSTR9A

The annual composition return form to be filed by every taxpayer enrolled in the composition scheme.

GSTR9C

This Audit form is filed by taxpayers liable to get their annual reports audited when their aggregate turnover exceeds ₹2 crores in a financial year.

GSTR10

Filed before cancelling GST registration, this final GST return contains the details of all supplies, liabilities, tax collected, and tax payable.

GSTR11

Variable tax return for taxpayers with UIN (Unique Identification Number), containing details of purchases made by foreign embassies and diplomatic missions for self-consumption during a particular month.

MCA has notified new rules for winding up companies

The MCA introduced The Companies (Winding up) Rules, 2020, effective April 1, 2020, to streamline company winding up procedures for smaller companies, eliminating tribunal intervention and applicable to specific classes under Section 361 of the Companies Act, 2013. Fincto is a customer-centric service provider with a team of experts who stay updated on legal landscape updates. They handle company winding-up processes with precision and compliance, adhering to MCA rules. Fincto’s commitment to excellence and attention to detail sets them apart as a reliable choice for business closure needs.

Due Dates for GST Returns

Staying compliant with GST due dates is vital to avoid late payment charges and interests. Fincto provides updated information on due dates for the financial years 2021-2022 and 2022-2023. Keeping clients informed of these updates can help taxpayers stay on top of their compliance requirements and ensure timely filing of GST returns.

GST Return Filing under the Composition Scheme

Taxpayers registered under the Composition Scheme must file taxes using CMP-08 every quarter and file GSTR-4 annually. The due date for the GST return for Composition Scheme registrants is the 18th of the month following each quarter.

Choose Fincto for a Seamless GST Return Filing Experience

Fincto provides a hassle-free GST return filing experience with the support of a team of dedicated experts. Fincto offers a seamless GST compliance journey. It's commendable to see such dedication to assisting taxpayers in their GST return filing processes.

What is a GST Certificate?

A GST Certificate is an important document issued by the Indian government which proves that a business is registered under GST. The certificate contains crucial information like the GST identification number, name, and address of the business. With a GST Certificate on hand, businesses can easily charge and collect GST, apply for loans, and participate in tenders.

With Fincto.io's expert guidance, you can navigate the GST registration process with confidence and focus on your business's growth and success.

Why Fincto?

Fincto connects users with industry experts, including verified lawyers, to ensure satisfaction with their records. They track progress and provide transparency, with clients praising their clear legal requirements and regular updates. 

Fincto offers a seamless, efficient process for modifying LLP agreements, allowing flexibility in adapting to changing business landscapes.

Trust Fincto to simplify your business formation process, enabling a seamless transition from idea to a legally recognized entity. Get ready for a well-informed, growth-oriented entrepreneurial journey with Fincto.

Understanding Key Terms

Amendment

A modification to the existing provisions of a corporation's articles of incorporation

DSC (Digital Signature Certificate):

Issued by certifying authorities for electronic document signing.

Board of Directors

The elected governing body responsible for a corporation's operation. Certificate of Incorporation: The document filed to create a corporation

DIN (Director Identification Number):

A unique identification number for directors. Dissolution: The process that legally ends a corporation's existence

Incorporation

The act of forming a corporation under specific jurisdiction laws

Limited Liability Company (LLC)

An entity with limited personal liability and pass-through taxation

Limited Personal Liability

Protection from the debts and claims against a company

Name Reservation

The process to secure exclusive use of a corporate name for a specific period

Registered Office

The statutory address of a corporation

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