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R & M Partners
Legal, Tax & Corporate Advisors
79/1, Ground Floor, Chandu Park,
Near Jagatpuri Red Light, New Delhi – 110051
Mobile: +91 90151 73467, +91 88007 22330, +91 88004 22330
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ABOUT US:
R & M Partners is a growing Delhi based firm that offers comprehensive Corporate legal and tax
services. Our clients are small & medium-sized enterprises as well as large corporations. R & M
Partners works closely with other law firms across India. Our innovative awareness aspires us to
provide our clients with customised legal advice that addresses individual needs and delivers the
greatest possible economic benefit.
Our lawyers and corporate advisors have a solid understanding of interdisciplinary matters and a
wealth of experience in collaborating on complex tasks.
Our areas of practice include Corporate Laws, Medical Laws, Intellectual Property Laws, Corporate
Restructuring M&A / Private Equity, Environmental Laws, Labour & Industrial Laws, Food safety &
Packaging Laws, Civil, Criminal & Matrimonial litigations.
Particularly, in the IVF, our Senior Partner, Mr. Raman Sharma have been associated with worked
with renowned clinic, Bourn Hall
The firm’s vision is to provide continued excellent and practical timely solutions to the clients and with
its efforts to be universally recognised as a Single point complete solution firm.
The firm has a team consisting lawyers, Chartered Accountants, Company Secretaries and
Management Consultants who are result driven.
The firm believes that the client awareness and service is the highest priority and also ensures that
they are kept well informed of industry developments on a regular basis.
AREAS OF PRACTICE
The aim of the firm is to provide clear, concise and practical advice with time bound deliverables to
support its clients' business objectives. The firm's global perspective is based on its knowledge of the
sector/industry, local laws and customs.
The team of professionals understand issues across a broad spectrum of business and legal
practices which allows the firm to bring the right talent and knowledge to deliver commercially
pragmatic advice.
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PracticeAreas:
CORPORATE LAWS:
The team has a unique blend of Lawyers and Company Secretaries having immense experience in
dealing corporate matters. Firm advises and assists companies in incorporation matters, further issue
of equity, right issue, preferential allotment, ESOP & Sweat Equity and other related corporate
matters.
The team has rich and unique experience in the sphere of following corporate laws.
Companies Act, 2013.
Securities Contract (Regulation) Act
Securities and Exchange Board of India Act (SEBI) & its regulations
Industries (Development & Regulation) Act
Sick Industrial Companies Act.
Limited Liability Partnership Act
We provide following services under the above mentioned laws:
Handling necessary e-forms and annual filings as per Companies Act, 2013.
Handling compounding matters under Companies Act, 2013.
Filing of Balance Sheet in XBRL mode as required.
New Entity (Company/LLP) incorporation (subsidiary company) and corresponding compliances.
Incorporation of Wholly Owned Subsidiary (WOS) Company, Joint Venture Company, Branch
Office of a Foreign Company and post incorporation regulatory compliances.
Incorporation of Companies formed for charitable purpose (section 8), charitable trust, and multi-
state co-operative societies.
Assist in obtaining approvals / permissions from Ministry of Corporate Affairs (MCA)/Reserve
Bank of India/Regional Director (RD)/Registrar of Companies (ROC)/SEBI under various
provisions and in matters of Companies Act, 2013.
Advisory on routine and event based corporate matters and regular updates and assistance in
implementation of Companies Act, 2013 and compliance of applicable SEBI guidelines.
Corporate and financial restructuring by using various instruments which include, inter-alia,
merger, de-merger, slump sale etc.
Negotiations with creditors for settlements
Rehabilitation through court process.
Acquisition / Sale of distressed assets
Restructuring including arrangement with creditors and members
Liquidations
Statutory and Internal Audit under Companies Act, 2013, SEBI guidelines and FEMA regulations.
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Appearances before judicial and quasi judicial bodies i.e. ROC/CLB/Regional Director/RBI/SEBI/
Enforcement Directorate.
Advisory and implementation support in listing of securities under BSE, NSE and BSESME.
Representing Client from the stage of initiation of investigation to the finalization of the
proceedings before the administrative and quasi-judicial bodies, Appellate Authorities, High
Courts of various states of India and the Supreme Court of India.
FOREIGN DIRECT INVESTMENT (FDI) & OVERSEAS DIRECT INVESTMENT LAWS
The team members are experienced in providing advice to foreign companies on investment
regulations, sectoral caps and regulatory issues relating to various sectors in India. The team actively
advises and opines on barriers to entry, which include foreign investment regulations, policies, and
specific commitments under various trade agreements, customs duty etc.
The Firm assists and represents foreign companies before the regulatory authorities including Foreign
Investment Promotion Board, Department Of Industrial Policy & Promotion, Ministry of Commerce and
Industry, Government of India and helps companies in getting necessary approvals/ clarifications/
registrations/ licenses.
The Firm assists and represent Indian companies presently in Overseas Direct Investment in Hong
Kong, China & Sri Lanka. Presently, the team advices in almost all the sector including
telecommunications, technology and e-commerce, entertainment, media & broadcasting, education,
pharmaceutical, trading (retail and wholesale), real estate and construction.
In this sphere, we provide following services to the client:
Incorporation of Foreign Companies and Overseas Company.
Advisory on Foreign Direct Investment & Overseas Direct Investment.
Mergers & acquisitions, private equity, joint venture with the foreign partner.
Advising on legal and regulatory framework of Indian economy.
Advise on foreign policy and its impact on business transactions along with its direct and indirect
impact on foreign investment.
Drafting & negotiation of commercial contract, joint venture agreement and technology transfer
agreements, collaboration agreements, MOU, Confidentiality agreements, Non Disclosure
Agreements etc.
Return and intimations under Foreign Exchange Management Act, 1999 in the matter of overseas
direct investment, foreign direct investment.
Assistance in obtaining approvals / permissions / clearances from the Foreign Investment
Promotion Board (FIPB), Reserve Bank of India (RBI).
Advisory on donations from foreign parties and assistance in obtaining clearances under Foreign
Contribution Regulation Act.
Appearances before RBI authorities on behalf of Client.
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INTELLECTUAL PROPERTY RIGHTS (IPR) LAWS:
The team understands how intellectual property (“IP”) assets can best be created; value thereto
determined rights therein protected; and used/ acquired/ supplemented to produce a competitive
advantage. The team provides advice and assistance to its clients with respect to registration, due
diligence, acquisition of IP and related agreements and partnerships/ joint ventures with an aim to
transfer/ share/ development of IP.
The team has rendered services to several Indian companies and small and medium enterprises
across a broad range of sectors and industries including Infrastructure Companies, Consumer Goods,
Hospitals etc. on issues pertaining to registered and unregistered IP rights including trade mark,
copyright, designs, domain name registration, patent, licensing, and technology transfer matters,
apart from management of IP portfolios.
The team advises and assists clients on:
Trade Marks registration (drafting application, filing and objections and observations handling)
Copyright Registration (drafting application, filing and objections and observations handling)
Patent Registration (drafting application, filing and objections and observations handling)
Protection and prosecution of IP rights (including trademarks, design rights, copyrights,
geographical indications, domain names, proprietary know-how and business processes)
IP due-diligence and audits
Appearance during the Opposition proceedings in respect of Trademark & Copyright in India at the
respective Regional Offices.
Drafting and handling legal notice in Infringement/Passing Off matters.
IP acquisition and transfer and related agreements
Drafting and negotiating license agreements, assignment deeds, IP development agreements, etc.
Representing before various authorities, courts and forums on issues relating to registration and
protection of IP rights
EMPLOYMENT LAWS
The firm advises on the complex regulatory and legal aspects of employment and labour law in order
to enable full compliance with all the applicable laws and provisions. The firm is actively involved in
drafting and reviewing of employment documentation and advising on a wide range of labour law
related queries, including registrations/licenses, transfer of employees, termination, non-compete
issues and the like. We represent companies and their management on employment related issues
and litigation.
The firm advises on the following areas:
Employment Strategy and Documentation
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Employee Benefits & Compensation Structuring
Sexual Harassment Policy and Several Important Policies – Drafting & Implementation
Corporate Policies on Labour Law
HR Legal Audit
Ensuring compliance related to:
Filing of returns and payments;
Maintenance of registers and records;
Display of abstracts and relevant notices in the Company’s Premises.
Registration and licenses and their renewals in time;
Routine and specific events/compliances.
The Employees’ State Insurance Act, 1948 The Employees’ Provident Fund and Miscellaneous Provisions Act,1952 The Child Labour (Prohibition and Regulation) Act, 1986. The Contract Labour (Regulation and Abolition) Act, 1970. The Equal Remuneration Act, 1976. The Industrial Disputes Act, 1947. The Labour Laws (Exemption from Furnishing Returns and Maintaining Registers by Certain Establishments) Act, 1988
The Maternity Benefit Act, 1961 The Minimum Wages Act, 1948 The Payment of Bonus Act, 1965 The Payment of Gratuity Act, 1972 The Payment of Wages Act, 1936 The Apprentices Act, 1961 Private Security Agencies (Regulation) Act, 2005 The Employers’ Liability Act, 1938 The Weekly Holidays Act, 1942 13 The Employee Compensation (amendment) Act, 2010 The Employment Exchange (Compulsory Notification of Vacancies) Act, 1959 or any other act, if applicable.
Employment Litigation
Non-Disclosure Agreements, Confidentiality Agreements, Employment contracts, Retainership
agreements
Employment Claims
Employment Contracts
Law Specific compliances
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Registration & Licenses including Shop Act registrations, Provident fund registration, Employee
State Insurance Registration, Contract Labour Regulation Act, Trade Union, Factories Act & other
applicable registrations.
ENVIRONMENT LAWS
The team offers guidance on India’s comprehensive environmental laws pertaining to recycling,
hazardous waste management (by hospitals, clinics, manufacturing industries etc.), water and air
pollution, handling of chemicals etc.
The team assists a variety of clients with regulatory compliance including licensing and no objection
certificates from pollution control board, enforcement actions, and civil litigation in all aspects of
environmental laws. We represent businesses of all sizes, from companies to sole proprietorships,
trusts, individuals and trade associations in litigation, regulatory and transactional matters. We also
routinely associate with other attorneys and reputed firms, forming a team to further the interest of
clients with environmental legal issues nationwide.
In non-contentious areas, our environment team can assist clients in undertaking environmental due
diligence audit to assess material environmental risks related to acquisition of operated and non-
operated production/ manufacturing sites as well as acquisition of pre-development assets in India.
Besides the above, (in non-contentious areas), our environment team can assist clients in advise on
risk assessment and apportionment in corporate, property and financing transactions and can work
closely with our team in the areas of planning, infrastructure and energy laws.
The firm advises on the following areas:
Registration / Licenses / No Objection Certificates
Environmental compliances & Documentation
Environment Policy and – Drafting & Implementation
Environmental Audit
Environmental Litigation
ADVERTISING, MEDIA & INFORMATION TECHNOLOGY LAWS
The team has experience in advising companies in the sphere of print and digital media.
The team offers guidance on India’s comprehensive advertising laws for advice on the creation,
production and dissemination of advertising across all available media. The team focuses on
transactions, counselling as well as contentious work pertaining to false advertising cases, internet
advertising and pre-sale promotional trademark use.
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In this sphere, the team advices on the following range of legal and regulatory issues
Advertising laws, guidelines, rules and regulations
Registrations, licenses and compliances under the relevant regulations
Public policy issues,
Protection of user generated content
Agreements including Distribution & Licensing, Master Services, Commissioning, Merchandising
and Sponsorship etc.
digital rights management,
Drafting Service terms and conditions, Disclaimer Policies, Privacy Policies, User agreement etc
for E- Commerce portals & other websites.
Information Technology related issues such as spamming, Privacy and data protection,
Defamation, pre-publication and post-publication Obscenity, sedition, censorship and content
regulation Advisory and assistance in corporate commercial issues
Dispute resolution, Arbitration and Litigation
MEDICAL LAWS
The firm advises on the complex regulatory and legal aspects of medical laws especially in relation to
Surrogacy Laws, ICMR Guidelines and regulations in order to enable full compliance with all the
applicable laws and provisions. We undertake litigation on behalf of Doctors in cases of medical
negligence and advice hospitals on legal issues. We have a dedicated support of professionals who
have a legal background and who help us understand and advise us on the complex issues relating to
medical profession. We also conduct medico-legal audits and assist in drafting consents, case papers
and promotional material from the medico-legal point of view. The firm is actively involved in drafting
and reviewing of medical documentation and advising on a wide range of medical law related queries,
including registrations/licenses, transfer of license, Surrogate/donor issues, treatment cases and the
like. Our services also include defending our clients in consumer courts, criminal litigations, medical
councils, human rights commission and various other courts and forums, setting up an internal
grievance cell for clients, defending cases arising out of professional liability and providing
professional liability insurance.
We are also associated with an ART Bank who provides donors and surrogates to ART Clinics.
As part of legal counselling and contract drafting, we address, among others, the following
assignments:
Registration under The Pre-natal Diagnostic Techniques (Regulation and Prevention of Misuse)
Act, 1994, (PNDT Act)
Drug license
ICMR registration for ART Clinics and Banks
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Registration under state wise Nursing Homes Registration Act
Clinical Establishment
Medical Council of India guidelines on Compliance for Clinics
Anaesthetist’s registration guidelines.
As our expertise in Surrogacy Law and guidelines, we provide following services in this novel and
evolving sector
Drafting or providing legal review of surrogacy agreements;
Screening and legal background check of the Surrogates;
Getting the birth certificate of the baby post delivery;
Providing proper legal assistance to the hospital and the surrogate, ensuring that the birth
certificate is completed according to law;
If Client is from a country other than India, assisting you in coordinating the legal aspects of the
birth registry and law with an attorney in your country of origin;
Court proceedings where parental rights are disputed;
Exit Visa Formalities (FRRO);
Validation of Document from Ministry of External Affairs and Ministry of Home Affairs;
Providing all other related legal services and legal representation that might be required to assist
the Client in establishing his/her complete legal rights in respect of the subject baby;
Donor Contracts and Agency Agreements;
Compliance of Consent forms under ICMR;
Co-ordination between ART Banks and ART Clinics for smooth functioning.
TAXATION LAWS
The firm advises on the complex regulatory and legal aspects of laws especially in relation to Income
Tax, Sales Tax, and Service Tax in order to enable full compliance with all the applicable taxation
laws and provisions. We have a dedicated support of Chartered Accountant and Advocates who have
a legal and financial background and who help us understand and advise us on the complex taxation
issues relating to tax issues.
In this sphere, the team advices on the following range of legal and regulatory issues
VAT Compliance
In order to comply with statutory and regulatory requirements under VAT, we carry out the
various services on behalf of our clients.
Monthly checking of all invoices;
Calculation of VAT amount on the basis of the invoices received and issued;
Preparation of challans for the deposit of VAT amount;
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Consultancy on matters related to Sales Tax including Tax planning;
Help in obtaining statutory forms;
Liaison with VAT authorities;
Filing of VAT returns;
Filing of various other documents that need to be filed time to time.
Income Tax Compliance
In order to comply with statutory and regulatory requirements of Income Tax, we carry out the
various services on behalf of our clients.
Consultancy on various intricate matters pertaining to Income tax;
Effective tax management, tax structuring and advisory services;
Designing / restructuring salary structure to minimize tax burden;
Advance tax estimation and deposit;
Providing regular updates on amendments, circulars, notifications & judgments;
Calculation of Income Tax of company;
Filing Income Tax for all kinds of assesses.
Liaison with Income tax department for rectification, assessment, obtaining refunds etc.
Consultancy on applicability and rates of deduction of TDS on various payments;
Advising on the amount of TDS to be deducted;
Monthly calculation of TDS to be deposited to the Government;
Online matching of the monthly TDS deposited with the data on Government website;
Filing of quarterly TDS return in the form of 24Q and 26Q;
Issuing form 16A quarterly and form 16 annually;
Filing correction statement of TDS;
Tax Audit ;
Service Tax
In order to comply with statutory and regulatory requirements of Service Tax, we carry out the
various services on behalf of our clients.
Registration under Service Tax;
Services for Proper accounting of service tax;
Consultancy on applicability of service tax;
Computation, preparation of challan and deposit of service tax payable on monthly basis;
Preparation of filing of service tax returns;
Assistance in availment notified exemptions and abatements;
Service Tax Planning for Corporate, Societies, Trust, Individuals and others;
Settlement of various cases with service tax department;
Filing of appeal and revision with service tax department;
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Audits In order to comply with statutory and regulatory requirements under the Taxation Laws, we
arrange for the following services on behalf of our clients.
Statutory Audit
Tax Audit
FOOD, DRUG & PACKAGING DECLARATION LAWS
The team consist of professionals who have acquired experience, in-depth knowledge and
understanding of the legal and regulatory framework in respect of following legislations:
FOOD SAFETY AND STANDARDS ACT, 2006 THE DRUGS AND COSMETICS ACT LEGAL METROLOGY ACT THE BUREAU OF INDIAN STANDARDS ACT
Our team members will advice you on all the details to be mentioned on the packaging of the products and will also assist in analysing and correcting the quality claims mentioned on the product packaging which if overlooked may be proved false or misleading claims.
The firm advises on the following areas:
Registration as Food business operator.
Registration as Manufacturer / Packer / Importer under Legal Metrology Act, 2009
Registration as Manufacturer, reseller, supplier & importer for weights and measures under Legal
Metrology Act, 2009.
Advisory on declaration to be mentioned on the pre-packaged commodity meant for Retail trade,
Wholesale trade or Export or Import.
Advisory on BIS compliances, Drug & Cosmetic Act compliances, Package Commodities rules
compliance, Food packaging rules compliances on the packaging of pre-packaged commodity.
Advisory on Environmental compliances on the packaging
Advisory on Declaration compliances of International standards such as CE (Conformité
Européenne) on the packaging.
INFORMATION TECHNOLOGY, E- COMMERCE AND OUTSOURCING
The team has considerable experience in advising companies in the matter of Information
Technology, Call centre licensing, telemarketing license and E-Commerce operations including NOC,
privacy guidelines, protection of data, SSL, and terms and conditions.
The team members have advised and assisted companies in matters relating to DOT license, data
protection, liability of service provider, obligations on intermediaries and network service providers
etc. The team advises clients on various provisions of the Information Technology Act and rules
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including offences/ violations committed there under. The team has advised and assisted companies
in structuring, commencement of business operations in in-house call centre, Telemarketing, E-
Commerce websites and has assisted them in drafting, negotiating and finalizing related commercial
contracts, licensing contracts, privacy policy, terms and conditions, disclaimers etc.
The team members have advised clients on issues relating to e-commerce transactions, e-contracts
and website development (associated contracts) and have assisted them in negotiating and finalizing
contracts pertaining master services agreements, service level agreements etc.
Our services in the technology and outsourcing sector include:
Structuring of investment and commercial agreements for joint ventures, business transfer,
mergers and acquisitions etc.
Data Protection and privacy including confidentiality agreements Equipment procurement,
outsourcing and facility management agreements, Service provider, re-seller arrangements etc.
IT Outsourcing and Call Centre Operations Issues arising out of Information Technology Act and
the rules framed thereunder;
Representing clients before statutory authorities and courts in matters relating to violation of
provisions under the Information Technology Act and rules framed thereunder
Advisory and assistance in corporate commercial issues including e-commerce company
incorporation etc. Advisory and assistance on tax related issues
REAL ESTATE The team consist of experience professionals having expertise in handling real estate transactions including those involving FDI in the real estate sector. The team advises on both residential and commercial real estate projects in India. Since the Real Estate (Regulation and Development) Bill, 2013 has been cleared by the Cabinet; the team has already done the preparations in terms of checklist and compliances to be adhered by Real Estate companies in terms of registration, payment, escrow and other compliances. The services include advising:
Real Estate Projects like townships, Commercial Building & Hotels
Regulatory laws including those relating to licenses and approvals
Advisory on Stamp Duty calculation and payment and late payment issues.
Advisory on change of land use
Advisory on regulations governing acquisitions and sale of property
Advisory on property tax and other taxes on real estate
Construction Contracts, Joint Development Agreements, turnkey projects Project Management Consultancy Agreement, commercial tendering and negotiation etc.
Grant/ Assignment of leasing / licensing of commercial and residential properties
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Due diligence and preparation of Title Search Reports
Representation before various courts including arbitrations regarding real estate disputes
INTERNAL AUDIT (Managing Risk)
When a Business begins, risk begins and continues. Therefore, at R & M Partners, we believe in Risk Minimisation not Risk Mitigation. We manage risk.
Often, controls are designed in the organisations but in most of the cases they are developed as and
when the need arises, upon identifying that there is a particular risk that is not being properly
addressed due to which they are designed & implemented in an unstructured manner. In most of the
cases, such controls evolve by department rather than by function, often resulting in duplication of
controls within a company.
In an unstructured control environment, companies feel a false sense of security through the
implementation of duplicate or manual controls when often, despite the cost, control gaps remain in
unforeseen areas. Recent national & international experiences of business failures shows that even
well-run companies needed a refresher lesson about the fundamental importance of internal control.
Our professionals include Chartered Accountants, Company Secretaries and Lawyers who posses
wide range of experience and expertise in the areas of contract audit, HR Processes audit and Legal
Audit. That's why we possess a unique understanding of the value of the Internal Control process to
gain more effective business risk management capabilities.
We provide internal audit services in the following areas:
a. Legal Audit b. Human Resource Audit c. Tax Audit d. Contracts Audit
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Disclaimer & Confirmation:
As per the rules of the Bar Council of India, we are not permitted to solicit work and advertise. The
receiver of this document acknowledges that there has been no advertisement, personal
communication, solicitation, invitation or inducement of any sort whatsoever from us or any of our
members to solicit any work through this document and the information provided under this document
is solely available at the receiver’s request for informational purposes only and the same should not
be interpreted as soliciting or advisement. We are not liable for any consequence of any action taken
by the receiver relying on material/information provided under this document. In cases where the
receiver has any legal issues, he/she in all cases must seek independent legal advice.