Pinnacle of Excellence. Innovation. Speed.

EXCELLENCE IS AN ART WON BY TRAINING AND HABITUATION. WE DO NOT ACT RIGHTLY BECAUSE WE HAVE VIRTUE OR EXCELLENCE, BUT WE RATHER HAVE THOSE BECAUSE WE HAVE ACTED RIGHTLY. WE ARE WHAT WE REPEATEDLY DO. EXCELLENCE, THEN, IS NOT AN ACT BUT A HABIT. ARISTOTLE

Founded in 1984, Nangia & Co. LLP is a premier

professional services firm that strives to add

value to the business of its clients. We do this by

providing a wide gamut of services in the financial

space which range from Entry Level Strategy,

Taxation, GST, Audit and Assurance, Mergers and

Acquisition to Corporate Financial Advisory.

We draw our strength from our team of

professionals who have significant functional

and industry expertise across service lines and

are well-equipped to deliver outstanding results.

Quality of our people is the cornerstone of our

ability to serve our clients. From our newest staff

members through senior partners, exceptional

client service represents a dedication to going

above and beyond expectations in every working

relationship.

Our services are driven by quality and commitment

to our clients, and responsive quality service

is our primary focus. Close and continuous

communication with clients is one of our top

priorities. We take pride in our ability to provide

definite advice to our clients with the shortest

turnaround time. Nangia & Co. LLP is FCPA and

UKBA compliant.

ABOUT US

THE SECRET OF JOY IN WORK IS CONTAINED IN ONE WORD: EXCELLENCE. TO KNOW HOW TO DO SOMETHING WELL IS TO ENJOY IT. PEARL S. BUCK

PROFESSIONAL ACCREDITATIONS• Nangia and Co. LLP consistently rated

as leading tax firm in International Tax

Review, World Tax Guide to World’s

Leading Tax Firms

• Nangia and Co. LLP consistently

rated as leading transfer pricing firm

in International Tax Review, World

Transfer Pricing Guide

• Nangia and Co. LLP rated as 3A1

by Dun & Bradstreet

• Nangia and Co. LLP is a member

firm of IR Global

• Nangia and Co. LLP is a member firm

of Transfer Pricing Associates –

Netherlands (having presence in

more than 50 countries)

• Nangia & Co. LLP partners are

registered with Alliance of Mergers

and Acquisition Advisors

• ENTRY LEVEL STRATEGY

• TAX ADVISORY, COMPLIANCE AND LITIGATION

• TRANSFER PRICING SERVICES

• GOODS AND SERVICE TAX

• LITIGATION SUPPORT

• DUE DILIGENCE

• CORPORATE LAW AND SECRETARIAL SUPPORT

• MERGERS AND ACQUISITIONS

• BUSINESS VALUATION

• CORPORATE FINANCIAL ADVISORY

• RISK ADVISORY

• AUDIT AND ASSURANCE

• INSOLVENCY RESOLUTION

OUR SERVICES

ENTRY LEVEL STRATEGY

As India continues to embrace global innovation, adopt open systems and universal practices, the global corporations are considering India as a preferred investment destination for growth and disruption.

With the Government’s initiative to improve India’s ranking in the ease of doing business, the Indian regulations are continually evolving that simplify starting business in India.

Our exuberant team of strategy professionals are well positioned to assist clients in strategizing India entry, structuring investments and transactions with judicious use of treaties and seamless compliance with applicable laws.

OUR SPECIALIZED SERVICE OFFERINGS ARE:

Evaluating market attractiveness: We carry out specific industry studies, market assessment studies and developing industry risk models

Evaluating market ecosystem: We assist in the evaluation by conducting Trend Analysis (buyer/supplier/ competitors/ regulatory body), Supply Chain Analysis, providing Competitive Intelligence Support, Competitors Profiling and Risk Mapping/ Company Risk Assessment

Evaluating entry options:Greenfield Investment- Assistance in regulatory and tax compliance in set up operations• Assistance and advisory services on business and operational form: Representative Office, Branch Office, Project Office, Joint Venture, Owned Subsidiary etc. and assistance in obtaining requisite approvals from regulatory authorities• Advice on current government policies in relation to Foreign Investment (inbound) and Repatriation

Brownfield Investment- Identification of strategic target and assistance in transaction advisory• Pre-transaction advisory: Strategy and identification of potential targets, commercial negotiations and valuations• Transactional advisory: Diligence and transaction structuring

TAX ADVISORY, COMPLIANCE AND LITIGATIONOur specialized services encompass end to end support ranging from advisory, compliance to implementation support.

OUR KEY SERVICE OFFERINGS:

Before/ at the time of entering Indian market• Assistance in devising a business model for undertaking its targeted business activities in the most tax efficient manner • Advice on cross-border transactions, double taxation avoidance agreements • Assistance in preparation and representation in applying for Advance Rulings from the Authority for Advance Rulings to obtain tax certainty

Upon entering Indian marketFunding options • Identifying alternative operating models/ structure for carrying on the Indian business and analyzing the various tax and regulatory implications under each option• Discussing the mechanics and commercial implications of each model• Pros and cons analysis keeping in mind the management objectives such as remittance issues, foreign exchange fluctuations, tax, regulatory, transfer pricing and other compliances• Highlighting time and cost considerations for each model• Summarizing safeguards to build tax efficiencies and mitigate any likely exposures

Business models • Advising on the draft arrangements proposed to be executed with the Indian vendors and suggesting the most tax efficient business model for rendering the agreed services• Analyzing the tax and regulatory implications of carrying on the business in India

Compliances/ on-call advisory/ regular updates• Assisting in expatriate taxation by providing tax effective compensation structuring, payroll services and social security compliance and advisory• Assisting in tax and regulatory compliances in terms of filing of periodical/ annual returns • Providing regular updates relevant to your business and advising on specific tax queries • Assisting in filing an application with the Indian Revenue Authorities for obtaining a Nil/ Lower Tax Withholding Certificate• Providing regular updates relevant to your business • Representing companies before the tax authorities for audit of returns by Indian tax authorities, tax inquiries and other proceedings

TRANSFER PRICING SERVICESOur Transfer Pricing division assists Indian and multi-national corporations develop and implement economically justifiable Transfer Pricing policies and documentation.

Our team will work closely with you, to help manage the tax impact of your domestic as well as cross-border related party transactions. Together, we will explore an effective, integrated organization wide strategy for managing many complex Transfer Pricing issues involved with inter-company transactions involving goods, services and intangibles.

TRANSFER PRICING SERVICE OFFERINGS:

Transfer Pricing documentation: We assist corporations to design and implement compliance policies, and prepare robust documentation

Transfer Pricing planning and supply chain structuring: We provide assistance in developing and implementing viable Transfer Pricing policies, harmonization of existing Transfer Pricing policies, adopting new Transfer Pricing structures or alignment of prices with business restructuring

Filing of audit report with the Indian tax authorities: We assist you with a full array of documentation services, including function, asset and risk analysis, industry overview, bench marking study, preparation and issuance of accountant’s report customized to your specific needs

Litigation Support/ Transfer Pricing controversy management: Our team will work with you to develop strategies and appropriate practices to manage the audit/ appeal proceedings

FIN 48 assistance: We provide assistance to determine and quantify your FIN 48 Transfer Pricing exposure and uncertain tax position

Advance Pricing arrangements: We can assist preparing a robust Transfer Pricing policy aligning with business and commercial substance along with deciding on various documents and information that need to be shared with tax authorities during the course of negotiating and implementation of an APA program.

• Advice on execution of

turnkey projects/ EPC contracts involving planning at the bidding stage, structuring of contracts, identification of tax optimization opportunities, devising the most tax efficient models and comprehensive range of compliance services subsequent to the bidding stage

• Providing on-call advisory services on specific Indirect Tax queries raised by the clients from time to time

• Drafting, filing and processing of refund claims• Assistance in indirect tax audits and assessments,

including representation before the Indian Tax Authorities

LITIGATION SUPPORTOur team of experts provides a complete range of litigation support services, including:

• Developing and implementing strategies for quick resolution of issues

• Representation before Indian tax authorities and various appellate forum such as Commissioner (Appeals), Appellate Tribunals

• Assistance in preparation and representation of case before High Courts and Supreme Court of India

• Assistance and representation in relation to the Advance Rulings

GOODS AND SERVICE TAXWe have designed a comprehensive approach, which is aligned to the needs of our clients and we assist our clients in undertaking compliances under the following legislations in an efficient manner:

• Centralized Goods and Services Tax Act, 2017• Integrated Goods and Services Tax Act, 2017 • Relevant State Goods and Services Tax Act, 2017• Relevant Union Territory Goods and Services Tax

Act, 2017

GST ComplianceGoods and Services Tax registration• Assistance in obtaining GST registration• Assistance in amendment of existing GST

registration• Assistance in obtaining Input Service Distributor

(‘ISD’)/ Tax Deduction at Source (‘TDS’)/ Tax Collection at Source (‘TCS’) registration

Goods and Services Tax periodic compliances• Assistance in computation of monthly GST liability• Assistance in preparation and submission of

monthly GST returns

GST Advisory Services• Advising on operations/ transactions of clients from

an Indian tax perspective in terms of the various taxes applicable and tax benefits/ exemptions/ set offs available

• Conducting health check/ credit reviews to identify planning opportunities available and optimizing the overall Indirect Tax incidence

• Due Diligence reviews

DUE DILIGENCEWe provide comprehensive due diligence services involving Business, Financial, Tax and Legal diligence (either in-house or through our network partners) to identify idiosyncratic business, financial risks and opportunities.

OUR APPROACH WHILE CONDUCTING A DUE DILIGENCE IS HOLISTIC AND BROADLY COVERS THE FOLLOWING ASPECTS:

Planning• Understand the business • Understand the deal drivers • Desktop research• Develop information requirement checklist Historical Analysis• Financial analysis of past performance • Quality of earnings and net assets base• Accounting policies and practices• Link to audited numbers

Visualize Future• Analysis of assumptions and business drivers• Trend analysis • Sensitivity analysis • Management discussions

CORPORATE LAW AND SECRETARIAL SUPPORTCorporate law today is a complex piece of legislation that governs the activities of not only domestic companies but also that of foreign companies setting up shop in India. At every step, corporates have to comply with the plethora of provisions contained in legislations such as Indian Companies Act, FEMA Compliances, SEBI Regulations.

We not only provide advice on ensuring compliance with these regulations but also provide secretarial support with respect to incorporation of subsidiaries anywhere in India.

MERGERS AND ACQUISITIONSThe need for business and financial restructuring and increased competition among domestic and global conglomerates has acted as a catalyst to spur mergers and acquisitions activity in India.

OUR SERVICES IN THIS SPHERE INCLUDE:

• Corporate and business restructuring involving business consolidations and/ or divestment for value accretion, unlocking value and future fund raising

• Group restructuring including form of corporate organization (corporate, limited liability partnership), shareholding rationalization and family arrangement

• Advice on capital and financial structuring for balance-sheet management, fund raising, exit strategy, cash repatriations and business tax planning

• Transaction advisory including mergers, acquisitions, de-mergers and business tax planning involving issues relating to direct tax, indirect tax, corporate laws, stamp-duty issues, FEMA and Competition Commission of India

• Domestic and cross border business and/ or corporate acquisition strategy involving valuations, due diligence (financial, tax and legal), negotiations financing, documentation support and transaction management

• Formulating ESOP plans and advising efficient implementation

• Business valuations and financial modelling

DAILY RIPPLES OF EXCELLENCE OVER TIME BECOME A TSUNAMI OF SUCCESSROBIN S. SHARMA

BUSINESS VALUATIONValuation is fundamental to many critical management decisions. We draw all our experience and knowledge to deliver flexible solutions to respond to your valuation needs.

OUR VALUATION APPROACH:

Identify details of transaction and business/ assets to be valued• Business details including products, markets,

management and financial data• Valuation details - which includes business/

assets, tangible/ intangible and ownership

Conduct market research and analysis• Industry structure and competitive landscape• Business risks and opportunities• Regulatory issues• Competitive position• Market and environment trends Determine appropriate valuation methodologies• Collating information• Methodology: which includes assets, earnings,

DCF, dividends and comparable transactions

Review comparable transactions/ market multiples• Transaction analysis of comparable businesses• Comparable public companies• Analysis of deals under negotiation

Modeling and valuation• Application of appropriate methodology• Integration of financial, market and asset valuation

data• DCF and sensitivity analysis

CORPORATEFINANCIAL ADVISORYFinance forms a basic ingredient for any growth objective. We have the right blend of people with requisite skills to render corporate finance services.

OUR SERVICES INCLUDE THE FOLLOWING:

• Fund raising - Venture capital and private equity• Advisory to private equity funds on fund

organization, identification of opportunities, due diligence, negotiations, documentation support and transaction management services

• Debt and private equity syndication• Structured finance• Domestic or cross border mergers and acquisitions

and joint venture financing• Structured products for promoter financing• Infrastructure, real estate funding, asset financing,

project financing• Structured products for balance sheet, capital

structure and liquidity management• Convertibles, ECBs and equity linked products• Business valuations and fair value opinion

Our team is fully equipped to devise financing solutions, arrange finance from various financial institutions, negotiate term-sheets and assistance in closure of documentation for seamless conclusion of the transaction.

RISK ADVISORYWe provide Risk Advisory services to assist clients enhance their risk management and stakeholder conformance while providing the foundation to achieve greater business performance. Our Risk Management team helps in better identifying, measuring and managing risk and enhancing the reliability of control systems and procedures.

Our Risk Advisory services assist in mitigating the exposure to the business risks by proactively identifying the blind spots and helping the organization use them to its advantage. Our services are specially designed to address the clients’ varying organizational needs. From enterprise-wide risk initiatives to corporate governance programs, to specific niche service solutions, our team will work with you to create strategic, practical and effective processes to minimize organizational risks and maximize business opportunities.

AUDIT AND ASSURANCEA corporate’s journey to success is governed by increasingly complex and broadening regulatory requirements. We can assist you meet these demands by providing a timely and constructive challenge to management, a robust and clear perspective to audit committees, and transparent information to your stakeholders and investors.

As a firm, we have expert knowledge and extensive experience to help with complex reporting issues involving IND-AS, IAS, US-GAAP and IFRS.

WE PROVIDE THE FOLLOWING AUDIT AND ASSURANCE SERVICES:

Accounting compliance and reporting: We provide accounting and auditing guidance which constitutes valuable insights for audit committees, chief financial officers, controllers, financial reporting groups, and internal audit directors

EXCELLENCE/ PERFECTION IS NOT A DESTINATION; IT IS A CONTINUOUS JOURNEY THAT NEVER ENDS. BRIAN TRACY

Audit services: Our audit approach, is tailored to suit the size and nature of any organization and draws upon our extensive knowledge and talent, understanding of laws, regulations and legislation

Financial advisory services: We can assist you anticipate the impact of key business decisions on your accounting and financial reporting. We have a multidisciplinary team of accounting, tax, and IT professionals with deep, sector-specific experience in managing the implementation of accounting changes, ranging from a single accounting standard to the full project planning

Fraud investigation and dispute services: We can assist you to manage risk, investigate alleged misconduct and fraud and measure the financial implications of disputes. If an instance of unusual financial activity is suspected, our team can conduct forensic investigations, audits, and third party due diligence by leveraging forensic technology to uncover any irregularities, keeping in mind the sensitivity and urgency required

Internal audit service: In the advent of Companies Act 2013, it has become mandatory for various class or classes of companies to appoint an internal auditor. We provide internal audit services adding considerable value to our clients by way of providing recommendations for process improvements

INSOLVENCY RESOLUTIONOur highly qualified, innovative and experienced team includes Lawyers, Chartered Accountants, Company Secretaries and MBAs. We understand that a distressed business can be rescued, rehabilitated or reorganized to enhance value. We work together with our clients, whether debtors in default or creditors to identify, adopt and implement the best solution. We strive to maximize recovery, protect business or investment of our client, however where a client’s distressed situation cannot be resolved through a recovery platform, we work towards formulating strategies to guide our clients through the process of insolvency resolution.In order for us to provide seamless and integrated service for our clients, we work closely with specialists in related practice areas including finance, corporate, real estate, tax, regulatory, capital markets and litigation.

OUR EXPERTISE COVERS LEGAL AND COMMERCIAL ADVICE ON MATTERS INCLUDING:

• Pre-Insolvency Advisory• Negotiations with creditors for settlements• Negotiations/ arrangements with creditors and members• Corporate restructuring based on mergers/ demergers/ hive off/ take over/ acquisitions• Identifying strategic investors• Devising an efficient and viable restructuring model• Distressed debt trading• Insolvency filing requirements• Insolvency proceedings• Financial Due Diligence• M&A in distress• Portfolio reviews• Liquidations/ winding up

NOIDAA-109, Sector 136, Noida 201301, IndiaT: +91 120 2598000 DELHI (Registered office)B-27, Soami Nagar, New Delhi 110017, IndiaT: +91 120 2598000 MUMBAI11th Floor, B Wing, Peninsula Business Park,Ganpatrao Kadam Marg, Lower Parel,Mumbai 400013, IndiaT: +91 22 61737000 DEHRADUNFirst Floor, “IDA” 46 E. C. Road, Dehradun 248001, Uttarakhand, IndiaT: +91 135 2716300, +91 135 2716301 SINGAPORE24 Raffles Place, #25-04A, Clifford Centre, Singapore 048621

nangia@nangia.com

nangia.com

NOIDA | NEW DELHI | MUMBAI | DEHRADUN | S INGAPORE

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