Corporate Profile - Nangia & Co

Our RESOURCESWe have a dedicated team of in-houseprofessionals and network partners who have arich blend of skills and experience in providingmulti-disciplinary services in areas of Tax andRegulatory, Mergers & Acquisitions, CorporateFinance and Audit & Assurance.Our team carries an experience of over 30 yearsin providing valuable insights and innovativesolutions for clients to maximise value for theirbusiness and investments, while mitigating therisk of doing business in a changing environment.The firm has a team of over 170 in-houseprofessionals with varied experience whichincludes partners, directors, senior managers,clients from over 22 countries across the globe.The resource pool comprises of professionals indiverse disciplines such as Chartered Accountants,IITians and MBA’s, Advocates, Financial Experts,Market Research Analysts, Financial Research& Management Consultants, InformationTechnology experts, Company Secretaries etc.We hDelhi, Mumbai, Dehradun and an oversesassociates in Netherlands, Germany, Dubai,and China, in addition to our domestic networkpartners operating in other important cities ofIndia provides an extra edge in reaching out toour clients.

Our STRENGTHSThe firm takes pride in its expertise indealing with wide range of corporate issuesacross various service lines with respect todiverse industries like Oil & Gas, Hospitality,Healthcare etc.The firm is empanelled for providingassurance & other services with variousregulatory and Central & State Governmentbodies, Banks, Insurance Companies etc. inIndia.Our firm is also registered with the PublicCompany Accounting Oversight Board(PCAOB) in the USA. The PCAOB is a privatesector, non-profit corporation, created underthe Sarbanes-Oxley Act.Besides, our firm has successfully undergonea peer review mandated by the ICAI, theaccounting regulatory body in India.The firm possesses special expertise on issuesrelating to the ‘Oil & Gas Industry’ and isregarded as one of the largest and mostexperienced professional services firm inIndia in advising multinational companiesoperating in this sector.The firm is also a member of TPA associates(TPA Network Netherland) having presencein more than 50 countries globally.

Our SERVICESCorporate TaxInternational TaxPersonnel / Expatriate TaxTransfer PricingIndirect TaxLitigation SupportDue DiligenceMergers & AcquisitionsBusiness ValuationCorporate Financial AdvisoryAudit & AssuranceRisk AdvisoryCorporate Law & Secretarial SupportIFRS ServicesEntry Level Strategy

CORPORATE TAXOur Tax Knowledge & Solutions Team isa dedicated group of professionals, rich inexperience on Tax and Regulatory matters.Our team stays constantly abreast withchanges in tax policies, administration &regulations and domestic & internationaljurisprudence. We endeavour to identifypotential threats & opportunities and adviseon appropriate strategies to mitigateexposure and optimise tax incidence onour clients. We strive to develop a detailedunderstanding of our clients’ businessecosystem and industry sector to offerinsights on sectoral developments and assistour clients to develop effective strategiesand business models. We help businessesto maximize value by identifying andimplementing comprehensive strategies forcorporate, international and local taxes.This helps ensure that the cascading effect ofall taxes together is minimal on our clients.The firm provides clients with a completespectrum of tax support services:• Advisory services in terms of the IndianIncome Tax Laws.• Advice on tax planning opportunities tooptimise tax incidence.• Assistance in tax compliance.• Advice on business re-organization from afiscal perspective.

TRANSFER PRICINGTransfer pricing regulations in India haveemerged as one of the most important andcritical areas of tax policy & administration,tax planning and tax controversy forglobal corporates setting up businessestablishments in India. We assist companiesin decision making at various stages ofinter-company transactions - planning,policy making, strategy, implementation,compliance and justifications.SERVICE OFFERINGSIN TRANSFER PRICINGOur Transfer Pricing professionals providecomprehensive solutions tailored to yourbusiness objectives after understandingthe exact nature and the extent of theinternational transactions undertaken bythe company. We have a specialized TransferPricing team that is competent to assist youin the following areas of Transfer Pricing.

TRANSFER PRICINGDOCUMENTATION SERVICESPreparation of comprehensive Transfer Pricingstudy, which includes:• A fact-finding exercise, where an analysisis conducted of the functions performed andrisks assumed by each entity.• Evaluation of prescribed TransferPricing Methods & selection of the mostappropriate Transfer Pricing Method &identification of the tested party or parties.• Undertaking a search for comparablecompanies / comparable transactionsusing domestic / global databases andconducting economic and financialanalysis on the selected comparables.• Preparation of a comprehensive TransferPricing Documentation incorporating theabove steps.• Arranging issuance of the Accountant’sReport in Form 3CEB as required underthe Indian Income Tax Act, 1961.TRANSFER PRICINGSTRATEGY SERVICES• Undertaking Transfer Pricing Planningstudies for determination of theappropriate Transfer Pricing margin fornewly set up companies / new businesslines / business units / new transactions.• Transfer Pricing diagnostic reviews.• Review of Transfer Pricing policy forassessing possible transfer pricing risks.• Review of the overall supply chain of theorganization and recommending a taxefficient / Transfer Pricing compliantsupply chain structure.• Reviewing inter-company agreementsfrom a transfer pricing perspective.• Structuring cost sharing arrangementsfor domestic and internationalintercompany transactions.• Valuation of intangible assets from aTransfer Pricing perspective.

INDIRECT TAXThe Indirect Tax regime in India comprises aplethora of laws, rules and regulations at thecentral as well as state level. Our specialistteam stays abreast of all the developments ontax policies, administration and key judicialpronouncements, thereby identifying threatsand opportunities for providing innovativetax solutions to our clients.Our service offerings encompass the followingIndian Legislations and Rules:• Chapter V of the Finance Act, 1994 (ServiceTax Legislation).• Central Excise Act, 1944.• The Customs Act, 1962.• Foreign Trade Policy and SEZ Regulations• Central Sales Tax Laws.• State Value Added Tax, Professional Tax,Entry Tax.Our Indirect Tax Advisory Services include:• Advising on operations / transactions ofclients from an Indian tax perspectivein terms of the various taxes applicableand tax benefits / exemptions / set offsavailable.• Conducting Health Check / Credit reviewsto identify planning opportunitiesavailable and optimizing the overallIndirect Tax incidence.• Due Diligence reviews.• Advice on execution of Turnkey Projects /EPC Contracts involving planning at theBidding stage, structuring of contracts,identification of tax optimizationopportunities, devising the most taxefficient models and comprehensiverange of compliance services subsequentto the bidding stage.• Providing on-call advisory services onspecific Indirect Tax queries raised by theclients from time to time.

LITIGATION SUPPORTOur team provides clients with a complete range oflitigation support services, including:• Developing and implementing strategies forquick resolution of issues.• Representation before Indian tax authoritiesand various appellate fora.• Assistance in preparation of case in connectionwith proceedings before High Courts and / orSupreme Court of India and assisting the SeniorCounsel in representation before the Court.• Assistance and representation in relation to theAdvance Rulings.

DUE DILIGENCEAt Nangia & Co, we provide comprehensivedue diligence services involving Business andFinancial, Tax and Legal diligence (either inhouse or through our network partners) toidentify idiosyncratic business & financialrisks and opportunities.Historical Analysis• Financial analysis of past performance.• Quality of earnings and net assets base.• Accounting policies and practices .• Link to audited numbers.Our Approach:Planning• Understand the business.• Understand the deal drivers.• Desktop research.• Develop information requirementchecklist.Visualize Future• Analysis of assumptions and businessdrivers.• Trend Analysis.• Sensitivity Analysis.• Management discussions.

MERGERS AND ACQUISITIONSThe need for business and financial restructuring andincreased competition among domestic and globalconglomerates has acted as a catalyst to spur Mergers &Acquisitions activity in India.Our services in this sphere include:• Corporate and business restructuring involvingbusiness consolidations and/or divestment for valueaccretion, unlocking value and future fund raising.• Group restructuring including form of corporateorganization (corporate, limited liability partnership,partnership), share holding rationalization andfamily arrangement.• Advice on capital and financial structuring for balancesheetmanagement, fund raising, exit strategy, cashrepatriations and business tax planning.• Transaction advisory including mergers, acquisitions,de-mergers and business tax planning involvingissues relating to direct tax, indirect tax, corporatelaws, stamp-duty issues, FEMA and CompetitionCommission of India.• Domestic and cross border business and / or corporateacquisition strategy involving valuations, due diligence(financial, tax and legal), negotiations financing,documentation support & transaction management.• Capital market advisory including listing, de-listing.IPO’s, rights issues and takeovers.• Business valuations & financial modelling.

BUSINESS VALUATIONValuation is fundamental to many criticalmanagement decisions. We draw all ourexperience and knowledge to deliver flexiblesolutions to respond to your valuation needs.Our Valuation Approach:Identify Details of Transaction andBusiness / Assets to be Valued• Business Details including Products,Markets, Management and Financial data.• Valuation Details - which includesBusiness / assets, Tangible / intangible andOwnership.Conduct Market Research & Analysis• Industry structure and competitivelandscape.• Business risks and opportunities.• Regulatory issues.• Competitive position.Determine Appropriate ValuationMethodology (ies)• Collating information.• Methodology: which includes Assets,Earnings, DCF, Dividends andComparable Transactions.Review Comparable Transactions/Market Multiples• Transaction analysis of ComparableBusinesses.• Comparable Public Companies.• Analysis of deals under negotiation.Modeling and Valuation• Application of Appropriate Methodology.• Integration of Financial, Market & AssetValuation Data.• DCF and Sensitivity Analysis.• Market and environment trends.

CORPORATE FINANCIAL ADVISORYFinance forms a basic ingredient for anygrowth objective. We have the right blendof people with requisite skills to rendercorporate finance services.Our services include the following:• Fund raising – private equity and capitalmarket and related advisory.• Advisory to Private Equity funds onfund organization, identification ofopportunities, due diligence, negotiations,documentation support and transactionmanagement services.• Debt and private equity syndication.• Structured Finance.• Domestic or cross border mergers &acquisitions and joint venture financing.• Structured products for promoterfinancing.• Infrastructure, real estate funding, assetfinancing, project financing.• Structured products for balance sheet,capital structure & liquidity management.• Convertibles, ECBs & equity linkedproducts.• Business valuations & fair value opinion.Our team is fully equipped to devise financingsolutions, arrange finance from variousfinancial institutions, negotiate term-sheetsand assistance in closure of documentationfor seamless conclusion of the transaction.

AUDIT & ASSURANCEOur audit approach, at the leading edge of bestpractice, is tailored to suit the size and nature ofany organization and draws upon our extensiveindustry knowledge. Our deep understandingof regulation and legislation means we can alsohelp with complex reporting issues involving INDAS, IAS, US, GAAP and International FinancialReporting Standards (IFRS).The firm has the knowledge and experiencenecessary to help its clients with complex financialaccounting issues related to matters such asvaluations, pensions and share plans, listing, IFRSconversions and corporate treasury and companysecretary functions.The audits and other assurance services areprovided based on:• Use of sound and innovative proprietarysystems & methodologies developed in-house.• Executed by a highly trained team ofstaff drawn from a pool of Audit, Forensic,Information Technology and InformationSystems Audit & Security experts.• Backed by extensive deployment of CAAT andother Information Technology tools.

RISK ADVISORYThe firm provides Risk Advisory services toassist clients in enhancing risk managementand stakeholder conformance while providingthe foundation to achieve greater businessperformance. Our Risk Management teamhelps in better identifying, measuring andmanaging risk and enhancing the reliabilityof control systems and procedures.Our Risk Advisory Services assist inmitigating the exposure to the businessrisks by proactively identifying the blindspots and helping the organization use themto its advantage. Our Services are speciallydesigned to address the clients’ varyingorganizational needs. From enterprise-widerisk initiatives to corporate governanceprograms, to specific niche service solutions,our team will work with you to createstrategic, practical and effective processes tominimize organizational risks & maximizebusiness opportunities.

CORPORATE LAW &SECRETARIAL SUPPORTCorporate law today is a complex piece of legislation thatgoverns the activities of not only domestic companies but alsothat of non-domestic companies setting up shop in India. Atevery step, corporates have to comply with the plethora ofprovisions contained in legislations such as Indian CompaniesAct and SEBI Regulations, in case of listed companies.The firm not only provides advice on ensuring compliancewith these regulations but also provides secretarial supportwith respect to incorporation of Companies / Subsidiariesanywhere in India and even outside India in countries suchas Mauritius etc.

IFRS SERVICESENTRY LEVEL STRATEGYThe firm provides comprehensive andsupported solutions for the seamlesstransition to IFRS and assist in appropriatetreatment and disclosures under IFRS. Wework closely with our clients and devise andimplement appropriate methodology andtransition structure suited to the individualrequirements of our clients. A qualified andexperienced team, solution oriented approachand prompt access to technical experts are thestrengthening pillars for successful executionof our projects.The services include assisting our clients inidentifying specific conversion requirementsbased on a detailed analysis and assessmentof the business model and existing financialreporting requirements, design and planning,impact on various financial parametersand consequent implementation of the newreporting requirements.The firm also carries out an independentpost-implementation review to assist themanagement in a proactive assessment of theimpact on the business and financial modelswith respect to the fundamental issues anddisclosure norms under IFRS.As India continues to embrace new conceptsand evolving nature of regulations, taxplanning, risk mitigation and controversymanagement of cross border tax issues,our international tax experts assist clientsin addressing complex cross border taxchallenges with respect to structuring ofinvestments and transactions, judicious use oftreaties, business organizational structuresand seamless compliance with laws in allcountries where the transnationals operate.Our specialized service offerings are asfollows:• Advice to multinational companies onsetting up a business presence in Indiain the form of a Representative Office,Branch Office, Project Office, JointVenture Company etc. and assistancein obtaining requisite approvals fromappropriate regulatory authorities.• Advice on current government policies inrelation to Foreign Investment (inbound)and Repatriation.• Planning, advice and assistance to ensurecompliance / obtaining approvals undervarious provisions of Foreign ExchangeManagement Act (FEMA) from ReserveBank of India / FIPB etc.

Suite - 4A, Plaza M-6,Jasola, New DelhiPIN: 110025 INDIAPh.: +91-11-4737 1000Fax: +91-11-4737 1010The Summit, Level 2, Unit No. 210,Western Express HighwayVile Parle (East), MumbaiPIN: 400057 INDIA75/7, Rajpur RoadDehradunPIN: 248001 INDIA24 Raffles Place, #25-04AClifford CentreSingapore- 048621SINGAPOREnangia@nangia.comwww.nangia.com

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