Embed Size (px)
Citation preview
ON THE RIGHT SIDE OF LAW
Rahul Laad, Advocate
Laad AssociatesAdvocates & Corporate Consultants
www.laadassociates.com
Choose form of Business and register if required. (Proprietorship, Partnership, LLP, Company, OPC)
Register brand names & logos.
Check for licensing requirements
Registration under various departments. Eg. PAN, TAN, TIN, Service Tax etc.
Certification needs. Eg. ISO 9001:2008, ISI, FPO etc.
Steps to start a Business
Proprietorship
Partnership a. Traditional Partnership firm
b. Limited Liability (LLP)
Company a. Private Limited
b. Public Limited
c. One Person Company
Choosing Form of Business
Benefits
Single person organization
No regulatory checks
Individual taxation rate applicable
Simple to setup
Drawbacks
Unlimited Liability
Less commercial value
Proprietorship
Partnership (Traditional)
Registration optional ( Registrar of Firms)
Formation cost is negligible
Taxation at 30% rate
Distribution of profit not taxable
Ownership non transferable
No annual returns except tax returns
Lower commercial value than LLP/Company
To be registered with registrar of LLP
Separate Legal Entity
Easy entry / exit of partners
Distribution of profit not taxable
More reputation than Traditional Partnership
Designated partners responsible for management
Annual filing of statements to Registrar
Taxation rate of 30%
Limited Liability Partnership (LLP)
Registration with Registrar of Company
Minimum Capital 1 Lakh / 5 Lakh
Limited Liability
Easy entry / exit of directors
Dividend taxable in the hand of shareholders
Enjoys More reputation than LLP
Directors responsible for management
Annual statements to be filed with ROC
Maintenance of statutory books
Audit Compulsory
Company (Private / Public Limited)
Meaning of Franchise
1. A contractual relationship
2. Franchisor offers know-how, trainingand right to use trade marks/copyright
3. Franchisee operates under a common trademark, business format or procedure owned or controlled by the franchisor,
4. Franchisee will make a capital investment in his business from his own resources
Elements of Franchise Agreement
1. Description of Parties
2. Recital Clause - background of contract
3. Grant Clause – Exclusive or Non-exclusive, territory.
4. Payment Clasue – a. Lumsump Fee b. Revenue sharing. – Based on cost of establishment, training & legal costs.
5. Mode of Communication.
6. Sharing of Costs eg. Rent, advertising,
training.
Elements of Franchise Agreement
5. Franchisor Obligtions - assist insetting up, operations, procedures manual, training & advertising etc.
6. Assignment/Cession/Alienation of rights – without written consent of Franchisor
7. Termination – Due to non payment, Non Performance, Acting in disinterest of other party, Violation of terms of agreement
8. Restraint of trade
9. Confidentiality
Intellectual Property Rights are a Collection of Rights
Trademark
CopyrightIndustrial
Design
Geographical Indication
Trade Secret
PatentRight
Integrated
Circuits
Human Intellect Wealth
When secure &
protected
Why to Protect Intellectual
Property?
8/16/2013 13
Protection of goods/article design
Brand Name of Company
(Trademark)
Logo of Company
(Logo & Copyright)
Patented drink/ Trade Secret
Design of Bottle
8/16/2013 14
How to protect Logo/Label
Registration as Trademark
Copyright of Logo Design
Always register Word Markseparately
8/16/2013 15
How to Select Trademark
If it is a word it should be easy to speak, spell and remember.
The best trade marks are invented wordsor coined words. E.g. Vaporub by vicks
It is advisable to conduct a marketsurvey to ascertain if same/similar markis used in market.
Whether to file the trademark in Black & White or Colour- The advantage is that you could use the trademark in any color combination of your choice at a later stage
8/16/2013 16
Benefits of Registration
Confers upon the owner the exclusive right to the use of the registered trade mark
Right to use symbol ® indicating
ownership
Can seek the relief of infringement in – order stopping usage of TM by
other person.
Owner can sue for damages.
Can seek destruction of Fake goods.
8/16/2013 17
What can be registered as
Trademark
Personal or surnames related to persons inbusiness
An invented word or Arbitrary dictionaryword eg. apple
Letters or numerals or any combinationthereof.eg. 555
Devices or symbols. Eg anchor
Combination of colors Eg. Colgate uses redcolor in its toothpaste and restrainedAnchor to use.
Shape of goods or their packaging. Eg.Bottle Shape of Kingfisher
Sound marks. Eg. Ting ting tiding. Of
8/16/2013 18
Trademarks Can’t be Registered
Descriptive of the character. Fair& lovely for cream.
Indicating quality of thegoods/service e.g best, super
Geographical character.
Immoral & Depictive in character
Similar to already registeredmarks
8/16/2013 19
How to Apply for Trademark
Trademark Search
Application for registration of anordinary trademark must be filed inproper form in triplicate accompanied by5 additional representations of the Mark.
Alternatively Online application can befiled to avail instant application no.
Govt. issues receipt of Rs. 3500/- andAcknowledgement
Trademark Filing Requirements
The Details of the Applicant
Name of company/ applicant
Address
Citizenship
Legal status and country of incorporation (if theapplicant is a company)
Date of Usage / Proposed date
Class
Classification of goods for which TM used
Questions
1. Is Registration Compulsory
2. When can TM or ® can be used
3. Is separate registration of Logo & Brand name required
4. Is registration for different goods required separately
Free legal Advise on IPR/Company/ISO
Rahul Laad
Laad AssociatesAdvocates & Corporate Consultants
343, Dr. Ambedkar Nagar, Indore
Ph. 0731-2533225 Fax. 4060171
Cell. +91 98277 13435
Visit www.laadassociates.com
Mail [email protected]
