- Music License: You can use a free public domain or CC 3.0 licensed music from the web, however, most of the time it’s tough to find good music suitable for your game there. You would also need to buy a license for the sound effects that have been copyrighted.
- Employee Contract: You will need this for hiring any full or part-time employees. Employee Contract can determine the pay schedule, when the employee will receive pay, any paid holidays, paid sick days or paid vacation days, and other various things. It helps you and your employee understand what you are offering him or her.
- General Contract: It is somewhat similar but can be used for contract hires and freelancers who work for you.
- Confidentiality Agreement: It is for anyone working with you on your game. This one is important as it states that anything created for the game is owned by your company, and not the creator. This protects your company from your employees or your contract hires from stealing your intellectual property and claiming it is their own.
- User Agreement: It is also known as a software license or end user license agreement?. Through this, the user agrees to the privilege of using or purchasing your software and promise to comply with all the restrictions stated in the user agreement.
- All Rights Reserved: It tells that everything that is within your website or game/app is yours, you hold the right to use it, and unless otherwise stated people require your permission to use your stuff. It is for the purpose of protecting your stuff from theft and other claims on your stuff.
- Terms of Service: These are the rules you declare in order for someone to comment on your website, purchase a product from you or other services that you might offer. If someone were to break your rules, your Terms of Service would actually come into play and you can handle it accordingly.
- Unity License: You need to have any valid Unity license (either personal or pro) to submit your app. The license can be free one or a paid one, though pirated licenses will not work at all.
- Other Licenses: You also need to buy the license for the trademark stuff, like, if you want to use a specific car model in your car racing game you need to buy the license from the company, or if you want to buy a specific gun model it also requires a license.
- Adobe license: This one is important as you need Photoshop or Illustrator license. You can use Creative Cloud as one of the most potential solutions.
- Autodesk license: Autodesk license for 3D Max and/or Maya should also be taken in order to create 3D content. One can buy a monthly subscription instead of the perpetual license.
- Tax Registration: Indirect tax registration and Direct tax registration is something that is applicable to all businesses in India.
- IP protection: It’s the endearing competitive touch that you can give to your product.
- Funding Compliance: Raising funds involves multiple legal compliances that not just investor wants, but also you need to protect your relationship with investors.
Under Companies Act 2013, a Company can be closed in two ways.
- Winding Up
- Fast track Exit
Fast Track exit can be done in two ways:
- Suo Moto by Registrar
- Company has failed to commence any business in a year of its incorporation
- The company is not carrying out any business or Activity for preceding 2 financial years and has not sought the status of Dormant Company.
- Voluntary Removal of Name using Form STK 2
- Incorporation Certificate
- Director Identification Number
- Pending Litigation Proceedings if any
- Application in form STK-2
- Government filing fees: INR 5,000/-
- Copy of Board resolution authorizing the filing of this application;
- A statement of accounts showing the assets and liabilities of the Company made up to a day, not more than thirty days before the date of application and certified by a Chartered Accountant
- The shareholder’s approval by way of Special Resolution
- In the case of a company regulated by any other authority, approval of such authority shall also be required.
- Copy of relevant order for delisting, if any, from the concerned Stock Exchange;
- Indemnity bond in Form No. STK-3;
- Affidavit in Form No. STK-4
Companies that cannot file for voluntary strike-off:
A company cannot fill the form STK 2 at any time in the previous 3 months if the company has
- Has changed its name or shifted its registered office from one State to another;
- Has made a disposal for value of property or rights held by it, immediately
- Before cesser of trade or otherwise carrying on of business, for the purpose of disposal for gain in the normal course of trading or otherwise carrying on of business;
- Has engaged in any other activity except the one which is necessary or expedient for the purpose of making an application under that section, or deciding whether to do so or concluding the affairs of the company or complying with any statutory requirement;
- Has made an application to the Tribunal for the sanctioning of a compromise or arrangement and the matter has not been finally concluded; or
- Is being wound up under Chapter XX of Companies Act or under the Insolvency and Bankruptcy code, 2016
Companies that cannot use Fast Track Exit option:
- Companies Registered Under Section 8
- Listed companies
- Companies that have been delisted due to non-compliance of listing regulations or listing agreement or any other statutory laws;
- Vanishing companies;
- Companies where inspection or investigation is ordered and being carried out or actions on such order are yet to be taken up or were completed but prosecutions arising out of such inspection or investigation are pending in the Court;
- Companies where notices have been issued by the Registrar or Inspector (under Section 234 of the Companies Act, 1956 (old Act) or section 206 or section 207 of the Act)and reply thereto is pending;
- Companies against which any prosecution for an offense is pending in any court;
- Companies whose application for compounding is pending;
- Companies which have accepted public deposits which are either outstanding or the company is in default in repayment of the same;
- Companies having charges which are pending for satisfaction.
After you Strike off your company:
As soon as the name of the company is removed from Register, from the date mentioned in the notice under sub-section (5) of section 248 cease to operate as a company and the Certificate of Incorporation issued to it shall be deemed to have been canceled from such date except for the purpose of realizing the amount due to the company and for the payment or discharge of the liabilities or obligations of the company.
- Tax benefits:
Earlier there was no capital gains tax when existing entity converted into LLP but after the amendment of 2016, a company having assets in excess of Rs 5 crore in any of three preceding years has to pay capital gains tax.
- Less Statutory Compliance:
- No requirement to maintain statutory record registers.
- No requirement to pass resolutions for addition or deletion of Directors, increasing capital.
- No such requirement to hold a Compulsory annual meeting.
- No conditions or cap for loans except what is stated in LLP Agreement.
- Compulsory Audit only if Turnover is above 40 lakhs.
One of the areas where the company had an upper hand over the LLP was that the LLP was not an eligible entity for claiming tax incentives (100% deduction for 3 years) offered to startups as provided by the draft Finance Bill, 2016. However, the Finance Act, 2016 has eliminated this disparity by extending this benefit to LLPs. Thus, where startups do not intend to raise funds from the public, LLP seems a good start for the initial setup.
Conditions for conversion of Private Companies into Limited Liability Partnership:
A company is converted into LLP by complying with the provision of Schedule 3 of LLP Act 2008 and can do so only if (a) There is no security interest in its assets subsisting or in force at the time of application; and (b) The partners of the limited liability partnership to which it converts comprise all the shareholders of the company and no one else.
The procedure of conversion:
- In order to get converted into LLP, every designated partner must possess Director Identification Number. A meeting of Board of Directors must pass a resolution for conversion of Company into LLP as well as to authorize a director to apply for the name of LLP. A copy of this resolution is to be attached with e-form LLP-1 with Registrar of Companies (ROC).
- Once registrar issues name approval Certificate, Incorporation Documents as the address of registered office of LLP, notice of consent of Designated Partners, Details of LLP(s) or companies in which designated partner is a director are filed using E-form 2 with ROC.
- E- Form 18 is filed with ROC for application of Conversion along with certain attachments as a statement of shareholders, assets and liabilities of the company, NOC from IT authorities and list of all secured creditor along with their consent.
- Registrar of LLP issues a Certificate of Registration as per the provisions of this act and may refuse if not satisfied with the particulars or other information.
- After all above formalities are complied with and approved by Ministry, LLP Agreement is to be submitted within 30 days of incorporation using E- form 3
- Once Registration Certificate is issued, information of conversion is to be intimated to concerned Registrar of Companies with which it was registered under the provisions of Companies Act 2013 within 15 days of such conversion using E-form 14.
In case you are a small entrepreneur and want your business to be internally driven, LLP is the best option to run your business. But the company surely provides much better opportunities for large business as evolved laws are there for bringing capital and diluting or liquidating stakes.
Wazzeer is vouched by Entrepreneurs as the most reliable Legal and Accounting Partner. We would be super excited to see your startup kick starts seamlessly. Let’s Connect!
- Ease of doing business: One of the most important things is that the total number of forms that an applicant had to fill out has been reduced from a monumental 74 to a quite reasonable 8.
- Slashing of cost: The new rules have hiked fee for Trademark application to Rs. 9,000 but application fee for individuals, start-ups and small enterprises has been kept to Rs. 4,500 only (Government fee)
- Clarity in the approval process: To make a business doing easier, the method to determinate well-known trademarks has been clarified for the very first time. Provisions relating to the expedited processing of an application for registration of trademark have been extended up to the registration stage. Until now, they were only till the examination stage.
- Quick disposal: Concept of video conferencing has been introduced in the new rule and the number of adjournments in opposition proceedings has been limited to two by each party, these measures are surely going to help in disposal of cases on time.
Wazzeer is vouched by Entrepreneurs as the most reliable Legal and Accounting Partner. We would be super excited to help you. Let’s Connect! 🙂
Benefits of FSSAI license
FSSAI license certifies that food is tested and the hygiene, sanitary and safety requirements as set by government of India have been followed by the business entity.
Punishment for carrying on business without FSSAI license
The Food Safety and Standards Act, 2006 strictly prohibits any person or food business operator to engage into manufacturing, selling, distribution or imports of any food product without FSSAI license, punishment with imprisonment for 6 months and also with a fine upto Rs. 5,00,000.
Who does not require FSSAI?
Any small food business operator who manufactures or sells any food item himself or a petty retailer, hawker, itinerant vendor or temporary stall holder or distributes foods including in any religious or social gathering except a caterer are exempted from FSSAI license, but it is mandatory for them to register with Food Authority. The annual turnover of these Food Business Operator is less than Rs. 12 lakhs. Once these Petty food business operators register with Food Authority, Certificate of Registration and a photo identity card.
Categories of FSSAI license: 2 types, Central and State, depending upon the turnover /output or storage capacity of Food business operator.
1. State Fsssai license is mandatory for food Business operator(FBO) if:
- Its Annual turnover of FBO is above 12 lakhs, or
- It is 3 star hotels and above, or
- If Transporter having 100 vehicles or turn over up to 30 crore
- Its annual turnover is above Rs. 20 crores, or
- Its business operations in more than one state, or
- Any FBO is engaged in import or export of food products, or
- It is Five-star Hotels and above
Documents Required for FSSAI State and Central License:
- Blueprint or layout plan of the processing unit
- List of Directors or partners with full address and contact details
- Photo ID and address proof issued by Government authority of Proprietor or Partner or Director(s)
- Name and List of Equipment and Machinery along with their number, installed capacity
- List of food category desired to be manufactured. (In case of manufacturers).
- Authority letter with name and address of responsible person nominated by the manufacturer along with alternative responsible person indicating the powers vested with them viz assisting the officers in inspections, a collection of samples, packing & dispatch. (Mandatory for manufacturing and processors).
- Analysis report (Chemical & Bacteriological) of water to be used as an ingredient in food from a recognized or public health laboratory to confirm the portability (mandatory only for manufacturing and processing units only).
- A Copy of sale deed or Rent agreement or electricity bill
- A copy of Partnership Deed or Affidavit or AOA & MOA towards the constitution of the firm.
- A copy of certificate obtained under Co-Op Act 1861/Multi State Co-Op Act 2002 for Co-Operatives. (if applicable).
- Food Safety Management System plan or certificate (if any).
- Source of raw material for meat and meat processing plants. (if applicable).
- Pesticide residues report of water (for packaged drinking water business),
- NOCs from Municipality or local body. (optional)
- Supporting document proof for turnover
- Import Export?Code document issued by DGFT(dealing with import and export of food products)
Categories of Women Entrepreneurs:
- Women in organized & unorganized sector
- Women in traditional & modern industries
- Women in urban & rural areas
- Women in large scale and small scale industries.
- Single women and joint venture.
- Business Incorporation: This must be done according to the Companies Act, 1956 and Companies Act, 2013 (collectively the Companies Act) and the regulations laid down by the Securities and Exchanges Board of India (SEBI) for listed companies in India. Entity options: LLP, Pvt Ltd, OPC, Sole proprietorship, Partnership
- Taxation Laws: This compliance will be done based on Income Tax Act, 1961, indirect tax laws including laws relating to value added tax, service tax, customs, excise etc. Also, International Taxes
- Investing in India by non-residents: Requires conformity with India’s foreign exchange regulations, specifically, the regulations governing FDI
- Foreign company to do business in India: You can do business via offices, the options are as follows: Liaison office, Project office, Branch office, Partnership, Trust
- Post Incorporation: The company must apply for its PAN and Tax Deduction Account Number (TAN); Shop and establishment registration; Register with employment law authorities; open bank account; Board meetings; Contracts and Agreements.
- Auditing and Accounting: The first auditor should be appointed by the Board within 30 days from the date of its incorporation. It is a good practice to maintain the books so that financial statements are updated.
- Issuing securities: Indian companies may issue numerous types of securities. However, companies are required to comply with the Companies (Share Capital and Debentures) Rules, 2014. Options that you have: Equity shares, Preference shares, Debentures.
- Fundraising Compliance: Compliance like share transfer and increasing authorized share capital that comes following raising funds.
- Tax Returns Filing: Like VAT refund is an integral component of a modern VAT system.
- Employee Stock Options: Giving employees the right to purchase a certain number of the company’s shares instead of salary.
- Differences in endowments, preferences and barriers to entry and exit
- Overrepresentation in traditional sectors that have low start-up costs and limited barriers to entry
- Female entrepreneurs, especially those in unorganized enterprises, operate home-based businesses
- Lack or limited access to technology due to affordability, lack of knowledge, and/or social norms
- Women more likely to start enterprise in sectors with low effective demand leading to lower profits
- Less favourable profile with investors since women own small businesses and do not have adequate collateral
- Financial institutions may require higher collateral from female entrepreneurs. Some banks may also require women to have a male co-signer to open accounts
- Low financial market participation
- Preference for own savings to finance enterprises instead of credit from financial institutions
- Informality and home-based enterprises are mainly the result of a need to combine work and family responsibilities
- Limited vocational and technical skills may be caused by women’s lower educational attainment or social norms that limit their physical mobility
- Limited knowledge of government legislation and less experience on starting a business than men and compliance thus discouraged.
- Denial or limited ability to own assets and inheritance due to laws
- Lack of awareness of different financing programs by government
- Lack of awareness of IP protection
Food Safety License FSSAI: Having this license in the restaurant, identifies your restaurant as one that meets the standards and guidelines under FSS act. Which means you are providing food safety and nutrition with your serving. This license is mandatory.
Trade License: You must take this license from municipal Corporation or health department of the state. This license provides you permission to trade the food products. Situations of food delivery is a common example.
Eating House License: You can acquire this license from police Commissioner of the location which is mandatory. ?This license guarantees the public visiting your restaurant, that the ambience is in good shape.
Liquor License: You can acquire this one from excise Commissioner, this would be a mandatory one for those of you who serve alcoholic beverages in the restaurant.
Approval or Re-Approval of Restaurants: This one is to be taken from department of Tourism of Government of India / Delhi Government, this grants you permission to acquire L-4 license.
Playing of Music in restaurants: You need to take this license from License Phonographic Performance Limited or Indian Performing Right Society. This is applicable if you have music playing in your restaurant.
Environment Clearance: This one is acquired from State Pollution Control Committee, this one is mandatory too.? This is more like guaranteeing the government that you are not doing anything that violates pollution norms.
NOC from Fire Department: You need to acquire this one from fire Department this is mandatory.
Weights and Measures: This one is acquired from legal Metrology Department, this one establishes standards of weights and measures, to regulate trade or commerce in weights, measures and other goods which are sold or distributed by weight, measure or number.
Lift License Concerned authority: This one can be acquired from Electrical Inspector, Office of the Labour Commissioner, this one is mandatory If lift is to be installed.
Employees State Insurance: You can get this one from Labour Commissioner which is again mandatory. Employee?s State Insurance (ESI) is a social security and health insurance for the employees of a firm. During his course of work, he along with his employer contributes towards ESI which provides him with security by protecting the employee during sickness, accidents, injury or disability.
Insurance: Insurance for Public Liability, Product Liability, Fire Policy Building & Asset can be acquired from Any insurance company and yes this is again mandatory.
Shop and Establishment Registration: You need to do this registration with the state government in labour department. This is to regulate conditions of work, and to provide for regulation of the employers and rights of the employees in un-organized sector of employment and other establishments.
Signage License Municipal Committee: This one is mandatory in some states and this one can be procured from state government. This one is applicable when restaurants use signage.
Startup entails complex procedures and many bureaucratic hurdles, entrepreneurs are better off using professional services. Hiring a virtual lawyer and virtual accountant can save time and help ensure that the process goes smoothly.
What is Trademark?
Trademark protects a business or brand and distinguishes it from others. It also gives right to the mark and allows the holder to file lawsuit against infringers. It has an unlimited term but must be renewed after every 10 years. The TM Act allows for the registration of service marks and three-dimensional marks as well. In India, trademarks are protected both under statutory law and common law. Mark is defined to include a device, brand, heading, label, ticket, name, signature, word, letter, numeral, shape of goods, packaging or, combination of colors, or any combination thereof.
- Sound Tacks: Trademark protection to a sound mark. Which can be represented as graphical representation? sound marks can be represented on paper either in descriptive form or as traditional musical notations
- Other Graphical Representations: oscillogram; spectrum, spectrogram, and sonogram are now being accepted in other jurisdictions.
Can I trademark an Idea?
No. You cannot do that, but if you could represent it in graphical representation maybe you can.
Who can Apply?
Any person claiming to be the owner of a trademark used or proposed to be used by that person can file an application for registration. The application may be made in the name of the individual, partner of a firm, a company, any government department, a trust, or even in name of joint applicants. Domestic and international applicants are treated at par.
Does the Trademark need to be in prior use?
Prior use of the trademark is not a prerequisite for filing application or its registration. However, in the case of descriptive marks, it may be required to be in use.
Do I need to do Trademark research?
Prior search for a trademark is not a prerequisite for filing an application, it is advisable to carry out a search and maintain the search results.
Can I assign Trademark to someone else or to some other company?
Registered trademark can be assigned or transmitted with or without the goodwill of the business concerned.
Can I License the Trademark?
Yes, with a written agreement and if such user satisfies the prescribed conditions. Also, Owners of Indian registered trademarks, which are located abroad, having no presence in India, can use their trademarks in India by granting licenses to the Indian parties.
What are the rights Conferred by Registration?
The registration of a trademark gives the registered owner the exclusive right to use the trademark and to obtain relief if infringed. Registration acts as a public notice to others, informing them that they should not use the trademarks which are registered or pending for registration.
How far is the Trademark Recognized by the Foreign countries?
The courts in India have recognized the trans-border reputation of foreign trademarks and trade names and the importance of their protection. But, as such you will have to register the trademark again in that foreign country to avoid litigation.
Alrighty, What?s the process of registration?
Before you start registration of your trademark, you need to conduct a trademark search in which you need to search the trademark database to check whether there is any other similar or identical trademark. After the completion of trademark search, Trademark registration can be filed with the fees in the Trademark Registrar. Then the registration application is allotted to a Trademark officer, who decides whether the application is accepted or rejected. If the trademark registration application is rejected, the applicant can appear before the officer to address the problem occurred at a given date and time. – See more at: https://www.wazzeer.com/blog/why-and-how-to-register-trademark-in-india/
What are the documents that are required?
- Date of using the Logo/Tagline (Any supporting document for the same)
- Power of Attorney signed by the applicant
- Soft copy of the Logo/Tagline
Start-up process entails complex procedures and many bureaucratic hurdles, entrepreneurs are better off using professional services. Hiring a virtual lawyer and virtual accountant can save time and help ensure that the process goes smoothly. For any Legal and Accounting support, Happy to help, let’s talk!
Pvt Ltd Company
For a Co-founder to withdraw salary from his Private Limited Company, there are basically 3 situations:
1. you decide to act as the employee of the company, then the way you can be paid is a salary. Here you would, like any other employee, need to enter an employment contract with the company and receive remuneration. In addition to this remuneration, based on this Employment Contract, and a specific clause for bonuses, you may be paid a bonus at either regular intervals or on the achievement of certain goals.
2. You act as a consultant; Consultancy fees are paid for your expertise in management and your time.
3. Shares are a good way of driving remuneration in the form of dividends.
Partnership firmThe partners (co-owners) share the profit or loss. Based on each partner’s individual share of the results, a standard deduction is made to calculate the surplus. The Partners can share the surplus as their salary, Rather, the partners do pay income tax on the money withdrawn. Profits and liabilities are split evenly between partners or, if partners have differing investment percentages, per what was agreed in the initial legal partnership agreement.
LLPOptions are similar to that of Pvt Ltd Company. Dependent upon their percentage of investment, partners will receive a salary.
Sole ProprietorshipAs a sole proprietor, how much money you take out of your business is entirely up to you. You are still liable for taxes and, because the government does not distinguish between you and your business, you are also liable for all business losses, liabilities and debts. You can draw everything that you are making out he company, but you will be liable for taxations on the whole amount.
One Person CompanyOne Person Company is a separate Legal Entity and OPC will have a separate PAN. Hence the Director of OPC can get the salary from the company. This salary is taxed under Income Tax rules for a salaried individual.
We at Wazzeer have helped quite a number of startups in Contracts and Agreement drafting for the same purpose, why not we jump on a call to discuss the details?
- Entity Types: You have two options, LLP and Pvt Lt company.
- Directors and Shareholders: it is not legally required that directors be residents of India, many service providers will recommend that the subsidiary initially have at least one local director and one local shareholders to efficiently complete the incorporation process. This structure avoids administrative time-delays, such as requirements that non-India residents have incorporation documents notarized in an Indian consulate in the United States(say), and enables the U.S. company to establish the subsidiary more quickly. Drafting a shareholder?s agreement for the same will not take more than 5 days.
- Incorporation: Having all the documents ready. Checking of name availability and name reservation. Prepare and file charter documents (Memorandum of Association and Articles of Association), with registration fee and stamp duty, Appointment of initial directors, Issuance of shares to initial shareholders, print share certificates, register company and pay registration and filing fees. Time consumed to incorporate the same will not exceed 30 days.
- FCGPR Compliance: Since Company will be one of the major shareholders and hence the initial capital comes from the Foreign Company, as per FEMA Act, FCGPR Compliance must be followed by the Subsidiary. RBI should be kept informed about the filing of FCGPR.
- Open bank account: Having a Current account for the subsidiary in India would be mandatory. This will not take more than 10 days.
- Operations related Compliance: Subsidiary company operational relationship must be carefully documented and monitored to maintain the separate legal status of each company. There must be intercompany and other agreements between the companies to have the intended effect for tax, isolation of liability and other business purposes. Drafting agreements covering the same would take a maximum of 7 days.
- Post Incorporation Registrations: Application for permanent account number and TAN. This will not take more than 20 days.
- Tax Registration: Registrations under the professional tax, sales tax and Shops and Establishment laws for your operations in India. This will not take more than 30 days. GST Registration depending on the busienss model.
- Currency Exchange Regulations: The government of India regulates the movement of funds out of India and approval may be required before cash may be transferred out of India. There is an exemption from the Indian currency restrictions for the exercise of stock options for employees based in India.
- Exporting- Importing Business: Approval of Customs Dept. for bond and facility license, and import/export codes. Ideally, the time consumed for this is 45 days. SIP Registration is optional.
- Intellectual Property Ownership: Intellectual property protection is implemented in India both by statutory compliance and by written agreement. Copyright and patent protection are the primary types of statutory protection. Trademark and service mark statutory protections also exist. Trade secret protection is implemented by agreement
- Employee Contracts: Agreements with employees (and contractors) need to be completely covering moral rights and other matters.
- R&D Agreement: There should be a research and development agreement between the U.S. company and the subsidiary.
is vouched by Entrepreneurs as the most reliable Legal and Accounting Partner. We would be super excited to see your startup kick starts seamlessly.