Introduction
Capital infusion is the lifeblood of business expansion. However, equity issuance in unlisted companies is heavily regulated under Section 42 (Private Placement) and Section 62 (Rights Issue / Preferential Allotment) of the Companies Act, 2013, with severe financial penalties for procedural non-compliance. Concurrently, navigating state and central grant schemes demands precise statutory documentation.
H N Malpure & Associates provides comprehensive secretarial, regulatory, and transaction support for private placements, venture capital / angel rounds, debt charge creation, and government grant procurement.
Our Approach
We work in tandem with founders, CFOs, investors, and registered valuers to structure funding rounds. We ensure valuation pricing compliance (under Rule 11UA and FEMA), draft watertight private placement offer letters, maintain statutory investor records, and secure prompt ROC allotment approvals.
Fundraising Compliance Principle: Strict procedural compliance in equity allotments protects founder equity, insulates companies from deemed public offering risks, and guarantees clean cap table auditability.
Comprehensive Practice Scope
Our fundraising and grants advisory encompasses:
- Private Placement (Section 42): Drafting Private Placement Offer Letters in Form PAS-4, maintaining the statutory record of private placement offers in Form PAS-5, and filing Returns of Allotment in Form PAS-3.
- Rights Issues & Preferential Allotments (Section 62): Preparing offer letters, managing renounceable/non-renounceable rights workflows, and passing requisite special resolutions (MGT-14).
- Debt Financing & Charge Creation: Drafting loan agreements, board authorizations, and filing Form CHG-1 for charge creation / modification and Form CHG-4 for charge satisfaction.
- Government Grants & Subsidies: Advising on Startup India Seed Fund Scheme (SISFS), DPIIT recognition, Credit Guarantee Schemes, and state industrial subsidy applications.
Why It Matters for Your Business
Non-compliance with Section 42 can result in allotments being treated as public offers, attracting penalties equal to the amount raised and mandatory refund orders. HNMA guarantees airtight legal execution for every rupee raised.
Let's Work Together
Structure your next funding round or grant application with H N Malpure & Associates.
Practice Scope & Key Execution Areas
Private Placement (Section 42 Execution)
- Drafting Private Placement Offer Letters (Form PAS-4) and explanatory statements
- Maintenance of statutory Record of Private Placement in Form PAS-5
- Convening EGM and filing Special Resolution in e-Form MGT-14 with ROC
- Verification of designated separate bank account receipts and filing e-Form PAS-3
Rights Issues & Preferential Allotments
- Structuring Section 62(1)(a) rights issues with renunciation documentation
- Managing Section 62(1)(c) preferential allotments to strategic and angel investors
- Coordination with IBBI Registered Valuer for Fair Market Valuation determination
- Issuance of stamped share certificates and statutory register updates (MGT-1)
Debt Financing & ROC Charge Management
- Review of bank sanction letters, loan agreements, and hypothecation deeds
- Filing e-Form CHG-1 for creation and modification of charges with the Registrar of Companies
- Procuring official Certificates of Registration of Charge from the MCA portal
- Filing e-Form CHG-4 for satisfaction of charges upon full loan repayment
Government Grants & Industrial Subsidies
- DPIIT Startup India Recognition and Section 56(2)(viib) angel tax exemption filings
- Advisory and documentation for Startup India Seed Fund Scheme (SISFS) applications
- Preparation of statutory dossiers for State Industrial Policy capital and interest subsidies
- Filing periodic utilization and compliance certificates required by granting authorities