Navigating Complexities Your Partner for Growth in Asia Introduction to Dezan Shira & Associates India

Contents Introduction 03 Services in India 09 Our Online Resources 16 Our India Team 19 Contact Us 22 Privileged & Confidential © 2016 Dezan Shira & Associates

Introduction

Dezan Shira & Associates Background Originally incorporated in Hong Kong in 1992, Dezan Shira & Associates is in its third decade of operations It has subsequently grown to support office and staff throughout China, Hong Kong, India, Singapore, and Vietnam together with our alliance partners in Indonesia, Malaysia, the Philippines and Thailand. The firm also maintain several liaison offices in the United States and Europe. Global Clients Some of our clients are Fortune 500 companies, most are within the Fortune 5,000 globally. Our clients are typically mid-cap companies, subsidiaries of publicly listed corporations, large family-owned enterprises as well as larger multinational corporations. We are as comfortable advising entrepreneurs as we are with aiding well-established businesses. Our diverse client base allows us to strengthen the knowledge base that we continue to utilize in assisting our clients to do business across Asia Privileged & Confidential

Dezan Shira & Associates (Continued) Client Sectors We have served clients from over 100 countries across the globe with extensive client bases from Europe and North America. Our industry practices include: Automotive & Assembly Business Services Construction Consumer Goods E-Commerce Engineering Healthcare and Medical Devices High Tech Import & Export Infrastructure Development Light Manufacturing Media & Entertainment Privileged & Confidential

Dezan Shira & Associates (Continued) Services With more than two decades of on-the-ground experience and a large team of lawyers, tax experts, auditors, researchers and business analysts, we are your partner for growth in Asia. Pre-Investment, Market Entry Strategy Advisory Business Model Comparison Corporate Establishment Business Strategy & Operation Advisory Legal & Financial Due Diligence International Tax Planning Accounting & Reporting Tax Compliance Audit & Financial Review Treasury Administration Transfer Pricing Information Technology Solutions Payroll & Human Resource Administration Privileged & Confidential

Global Presence Offices across China, Hong Kong, India, Singapore, and Vietnam. Liaison offices in Germany, Italy, and the United States. Dezan Shira Alliance offices in Indonesia, Malaysia, the Philippines, and Thailand Privileged & Confidential

80+ Countries served by our professional services 17+ Numbers that Matter 1992 300+ 2,000+ Dezan Shira’s establishment Our team of legal, tax, accounting and audit professionals Multinational clients that have already chosen us 80+ Countries served by our professional services 17+ Our offices in China, India, Vietnam (Hanoi and Ho Chi Minh City), Singapore, liaison offices in Italy, the United States and Germany, and alliance offices in Indonesia, Malaysia, the Philippines, and Thailand Privileged & Confidential

Services in India

Services in India Suite of Services Our suite of services for setting up Indian operations are as follows: Study of the business model to assess the most appropriate entity structure for establishing a presence in India. Assistance in setting up the legal entity Registration and administration under the Indian Income-tax Act, 1961 Registration and administration under the applicable Service Tax laws in India The following retainer services: HR Administration Payroll Management Book Keeping & Accounting 6. Statutory Audit Services 7. Company Secretarial Services 8. Legal and Business Advisory Services Privileged & Confidential

Services in India 1. Study of Business Model (optional) We propose conducting the following study, which shall include: Understanding the nature of business proposed to be carried out in India Identifying the most appropriate type of entity having regard to the size of the proposed organization, nature of activities and operations and business plan for the initial three years. Privileged & Confidential

Services in India 2. Setting Up a Legal Entity in India Our suite of one-time services for setting up a legal entity in India include: Obtaining all approvals from RBI as necessary and applicable for setting up a legal entity in India. Registration with Registrar of Companies/Ministry of Corporate Affairs ('MCA’) Registration under the Shops and Establishments Act, in the state where the office is proposed to be located Services of a Resident Director Privileged & Confidential

<<this space is intentionally left blank>> Services in India 3. Registration & Administration with the Tax Regulatory Authorities The following would be required for the legal entity: Procurement of PAN and TAN Numbers under the Income Tax Act Obtaining Service tax registration for the legal entity as the case may be Administration under the Income-tax Act, 1961 Administration under other applicable laws. <<this space is intentionally left blank>> Privileged & Confidential

Services in India 4. Suite of Retainer Services: 5. Our suite of retainer services include the following: HR Administration Payroll Management Book Keeping & Accounting 5. Statutory Audit Services 6. Company Secretarial Services Privileged & Confidential

Services in India 7. Legal and Business Advisory Services Our services include: Drafting, review, negotiation and finalization of a wide range of legal agreements and contracts. Consultations on specific matters requiring the opinion of legal experts, where required Services related to Mergers and Acquisitions Advice on structuring of business operations in India Provision of virtual CXO services Advice on Foreign Exchange and International Tax matters Conduct of Due Diligence Applications and Filings with the RBI, DGFT or any other agencies of the Government Business location selection services Any other matters as may be required by the Entity Privileged & Confidential

Our Online Resources

Our Online Resources Asia Briefing is a wholly owned subsidiary of Dezan Shira & Associates, Asia's largest independent foreign direct investment practice. Founded in 1999, Asia Briefing through its stable of titles including ASEAN, China, India and Vietnam Briefings provides business intelligence to foreign investors interested or operating in these markets. We provide regulatory updates, analysis and commentary on today's real issues concerning the foreign investor in Asia. This includes daily online updates, regular magazines, and technical legal and tax guides to doing business in all of these markets. India Briefing is published by Asia Briefing Ltd. It publishes a wealth of information on India, including India Briefing magazine, daily online business news service, and books concerning foreign investment into India. India Briefing readers are typically international businessmen interested or involved in India, legal counsels, tax and audit specialists and academics. We are an award winning publishing house, regularly praised for our detailed and innovative content. Our editorial includes in-house researchers and analysts, in addition to featuring regular content from experienced, specialist lawyers and tax advisors within Dezan Shira & Associates. Privileged & Confidential

Our Online Resources

Our India Team

Our India Team Rohit is the India Country Manager for DSA India, based in New Delhi office. He is a Chartered Accountant and has over 29 years of experience in managing engineering MNC’s. He carries with him a strong experience of building, managing and advising start ups in India and scripting their success stories. Rohit has diverse and rich experience ranging from restructuring and turning around multinational companies to align them with changing and evolving economic and market conditions to establishing greenfield start-ups. He is well versed with the Indian tax and regulatory framework and has assisted several companies with their inbound and outbound investment / business plans across diverse sectors. Prior to joining us, Rohit was Managing Director of a Multinational Conglomerate in engineering goods. Rohit Kapur Country Manager Email: rohit.kapur@dezshira.com Mobile: + 91 98107 79548 adam.livermore@dezshira.com Sahil is a Manager in International Business Advisory and based out of firms New Delhi Office. Sahil is an Associate Member of Institute of Chartered Accountants of India and is a commerce graduate from Delhi University. He was a merit holder all throughout his career. Sahil’s range of work includes advisory on the public offerings within and outside India of several companies, due diligence, tax advisory and structuring services, opinions of various tax and legal matters, and international tax advisory. Sahil has considerable experience of 7 years in taxation matters including international tax and has been involved in providing advisory services on taxation and structuring for various Indian and foreign companies. He has also assisted many clients in obtaining tax benefits is various areas including scientific research and others. He has expertise in servicing various clients especially dealing in the IT and IT enabled services sector, telecom sector, Manufacturing sector, Power sector including renewable energy, realty sector and the manufacturing sector on direct tax matters Sahil Aggarwal Manager, Business Advisory Email: sahil.aggarwal@dezshira.com Mobile: + 91 98737 84716 adam.livermore@dezshira.com Privileged & Confidential

Our India Team Tarun is based out of DSA India’s Mumbai office. He is a Chartered Accountant by qualification and holds a Bachelors of Commerce degree from the reputed HR College, University of Mumbai. He also holds Certificate in Equity Research and in Mutual Funds, from the National Stock Exchange of India Before joining DSA India, Tarun worked in global accounting firms. He has handled Audit of different types of companies in the financial sector His areas of expertise are Corporate Accounting, Accounting Standards, Audit and Financial Management. Tarun Manik Manager, Corporate Accounting Email: Tarun.manik@dezshira.com Mobile: +91 93232 87442 adam.livermore@dezshira.com Aditi is an Associate with the International Business Advisory practice at Dezan Shira & Associates’ New Delhi office. She holds a Bachelors of Economics (Honors) degree from the reputed Delhi University and is an alumna of the prestigious residential school, Mayo College Girls’ School, located in Ajmer, Rajasthan. Aditi oversees Dezan Shira & Associates’ marketing operations, public relations, and business development activities in India along with assisting foreign clients with operational activities based in India. She previously worked for about four years in the risk advisory practice of a top global accounting firm. Aditi has conducted process reviews across various industries in India pertaining to HR & Payroll, Procurement, Order to Cash, Vendor Management, Sales & Marketing, Retail Stores, and Warehouses. Aditi Chopra Associate Email: Aditi.chopra@dezshira.com Mobile: + 91 98189 70577 adam.livermore@dezshira.com Privileged & Confidential

Contact Us

Contact Us To learn more about Dezan Shira & Associates, please visit dezshira.com or contact our offices below: Delhi Office National Office Unit T-15, 3rd Floor, Salcon Rasvilas, Saket District Centre, Saket, New Delhi-110017 Phone: + 91 011 32549005 Email: delhi@dezshira.com Mumbai Office Suite No.-35, 3rd Floor, Mittal Chambers. Nariman Point Mumbai, Maharashtra- 400021 Phone: + 91 022 67004843 Email: mumbai@dezshira.com This document is being submitted to for the purpose of describing Dezan Shira & Associates qualifications to provide the services outlined herein. In order to describe its capabilities, Dezan Shira & Associates has disclosed certain proprietary & other sensitive information, which if disclosed to third parties might harm Dezan Shira & Associates competitively. In consideration of receiving the disclosures, we request for this document to be treated as confidential material. This document shall remain the property of Dezan Shira & Associates. Dezan Shira & Associates reserves the right to request the return of any & all materials included in this document. This document is subject to our standard terms and conditions applicable to engagements of a similar nature. If an engagement is not awarded to Dezan Shira & Associates, this document and any duplicate copy thereof should be returned to Dezan Shira & Associates, or destroyed. Privileged & Confidential

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