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Valuation Services

COMPANY’S ACT 2013

Allotment of Securities for consideration other than cash
Issue of Sweat Equity Shares in case of unlisted companies
Issue of Shares / convertible securities on preferential basis by unlisted company for cash or for consideration other than cash.
Provision of money by company for purchase of its own shares by employees or by trustees for the benefits of employees.
Payment (other than in cash) to directors by way of compensation for loss of office or as consideration for retirement from office in connection with transfer of undertaking, property or shares of the company.
Directors of a company or its holding, subsidiary or associates company or any person connected with him acquires or wants to acquire asset from the company for consideration other than cash, or vice versa.
In case of any scheme of corporate debt restructuring
Offer of takeover of an unlisted company as a result of compromise or arrangement
For valuation including swap ratio under a Scheme of compromise
In case of any scheme for the reconstruction of the company or companies involving merger/amalgamation or demerger
Exit for dissenting shareholders of transferor company
Purchase of minority shareholding
Submission of report by Company Liquidator in case of winding up order by NCLT

IBC CODE, 2016

CIRP 27 Appointment of Registered Valuer

The RP shall within 7 days of his appointment, appoint two registered valuers to determine the liquidation value of the corporate debtor in accordance with regulation 35.

CIRP 35 Liquidation Value

The 2 registered valuers appointed under Reg 27 shall submit to the IRP, an estimate of the liquidation value. If in the opinion of the IRP, the 2 estimates are significantly different, he may appoint another registered valuer who shall submit an estimate in the same manner. The average of the 2 closest estimates shall be considered the liquidation value.

VLR 3(2)& 59(3) Initiation of Voluntary liquidation

Where a corporate person intends to liquidate itself Voluntarily, the declaration shall be accompanied by the report of the valuation of assets of the corporate person, prepared by a registered valuer

VLR 38(1) Final report prior to dissolution

The liquidator shall prepare a sale statement of assets showing the value realized lesser than the value assigned by the registered valuer.

SEBI - LODR, ESOP

SEBI Delisting regulations - 23
SEBI ICDR - 70
SEBI ICDR - 73
SEBI ICDR annexure to the Due Diligence Certificate
SEBI LODR Part C - reg 18 (3)
SEBI SAST regulations - 8
SEBI issue of sweat equity regulations - 6(4)

RBI - FDI, FPI

Valuation of shares of foreign company
Acquisition of shares of foreign Company
Transfer by way of sale of shares of a JV/WOS outside India, not involving write off
Sale of stressed assets by banks

Income tax act

Section 56 - rule 11UA
Wealth tax Act, Schedule III (see sec 7(1))
Section 28 (via)
Section 56 (2) (x)
Section 50 CA

Other requirements

Business Purchase, Business Sale, Mergers and Acquisitions, Reverse Merger, Leverage Buy Out, Management Buy Out, Management Buy In, Buy Sell Agreement, ESOP
Estate Planning, Personal Financing Planning, Strategic Planning

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