Terms of Engagement.
- Effective from
- 7 October 2026
- Version
- 1.1
- Applies to
- Orders placed at www.mavensmark.com/india/company-incorporation
This is our engagement letter, written so that you can read it before you pay rather than sign it afterwards.
It says what we will do, what we need from you, what we charge, where our responsibility begins and ends, and what happens when something goes wrong. It is deliberately specific. A firm that is vague about its obligations at the start is usually vague about them later.
These terms work together with two other documents. Our Refund and Cancellation Policy governs anything about cancelling and what comes back to you. Our Privacy Policy governs anything about personal data. Clause 23 explains which prevails if they ever appear to differ.
1. Who these terms are between
1.1
They are between Mavensmark Consultancy Private Limited, Corporate Identity Number U74140KL2015PTC038688, whose registered office is in Thiruvananthapuram, Kerala and whose place of business is at HD-196, WeWork Salarpuria Magnificia, Old Madras Road, Bengaluru, Karnataka 560016, and the person who places the order. In these terms we and us mean the company; you means the person placing the order.
1.2
The company you are incorporating does not exist yet, so it cannot contract with us. This engagement is therefore with you personally, and clause 19 explains what happens to it once the company exists.
1.3
Where there is more than one subscriber, the person placing the order does so on behalf of all of them for commercial purposes, and confirms they have authority to do so. That authority does not extend to personal data: under our Privacy Policy each subscriber and each proposed director gives their own consent, in their own name, before we process their documents.
1.4
We are a consultancy company founded and led by chartered accountants. We provide company secretarial, accounting and business advisory services. We do not act as advocates and nothing in this engagement is legal representation.
2. When the contract is made
2.1
Your order is an offer. The contract is made when we confirm acceptance of it to you in writing, which we do by email after your payment is confirmed to us. Payment alone does not make the contract; clause 16 explains the narrow circumstances in which we would decline an order and return your money in full.
2.2
This is a contract formed by electronic means and is valid as such under Section 10A of the Information Technology Act, 2000. We will email you a copy of the terms you accepted, together with your order details, so that both of us hold the same record of what was agreed.
2.3
You accept these terms by ticking a box you tick yourself. Nothing is pre-ticked and we do not treat silence, inactivity or continued browsing as acceptance.
3. What we will do
For the price shown on the incorporation page, and for a company within the limits in clause 5, we will:
- search your proposed names against the register of companies, live trade marks and the naming rules, and advise you which are likely to clear;
- apply for a Class 3 Digital Signature Certificate, valid for two years, for each subscriber and each proposed director;
- apply for a Director Identification Number for each proposed director who does not already hold one, up to the limit in clause 5;
- file the name reservation application under SPICe+ Part A on its own, and wait for approval before going further, so that two names can be proposed rather than one;
- draft the memorandum and articles of association to the objects you give us;
- prepare and file the incorporation form under SPICe+ Part B with its linked forms, pay the government filing fees and the stamp duty, and apply for the company's permanent account number and tax deduction account number;
- file the intimation of the registered office in Form INC-22 where the address was not filed with the incorporation form, the declaration of commencement of business in Form INC-20A, and the appointment of the first auditor with the filing in Form ADT-1;
- prepare the first board minutes, the statutory registers and the share certificates;
- send each person their Digital Signature token by speed post after the company exists; and
- give you twelve months of access to Infin and to the Finjour Founder Portal, which are our own platforms.
3.1
The description of the service on our incorporation page forms part of this contract. If anything we said there is inconsistent with what we have delivered, that is a matter for clause 17, and we will not rely on these terms to escape something we advertised.
3.2
A chartered accountant reviews your file before anything is filed with the Ministry of Corporate Affairs.
4. What is not included
So that there is no argument later, these are outside the price and are separate engagements if you want them:
- registration under the Goods and Services Tax law, trade mark filing, import and export code, and any licence or regulatory approval;
- annual compliance after the first filings listed in clause 3, including annual returns, financial statements, audit and income tax returns;
- a Director Identification Number for a director beyond the limit in clause 5, which requires a separate application in Form DIR-3 after incorporation;
- opening a bank account, and anything a bank asks for beyond the documents we deliver;
- shareholders' agreements, founders' agreements, employment documents and share vesting arrangements;
- advice on the tax position of the shareholders, on foreign investment, or on the choice between a company and any other structure, unless you ask for it and we agree it separately.
4.1
We are glad to do any of this. We will quote for it separately so that you can decide on it separately.
5. Who can use the online service
5.1
The online service is available where every subscriber to the memorandum is a resident Indian citizen, the number of subscribers is 7 or fewer, the number of proposed directors is within the limit shown in the online form, every subscriber and proposed director is an individual aged 18 or over, not more than 3 proposed directors are without a Director Identification Number, the authorised share capital is within the limits shown in the online form, and the proposed objects need no prior approval from a regulator.
5.2
Those limits follow the law rather than our preference. Where the subscribers exceed 7 the memorandum and articles cannot be filed as Form INC-33 and Form INC-34 and must be signed and witnessed physically. A Director Identification Number may be applied for through the incorporation form for a maximum of 3 proposed directors who do not already hold one, under Section 153 of the Companies Act, 2013 read with Rule 9(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014.
5.3
Anything outside clause 5.1, and any engagement involving a non-resident Indian, a foreign national, a corporate subscriber of any kind (including an Indian company or Limited Liability Partnership taking shares), anyone under 18, or a Limited Liability Partnership or a One Person Company, is agreed with us separately in writing and is not governed by these terms.
5.4
You must be at least 18 years old and competent to contract under Section 11 of the Indian Contract Act, 1872. No proposed director may be a person disqualified under Section 164 of the Companies Act, 2013.
6. What we need from you
6.1
Incorporation is not something we can do to you; parts of it can only be done by you. We need, promptly and accurately: the documents listed on our incorporation page for every subscriber and proposed director; the video verification each subscriber and proposed director must complete personally with the Certifying Authority; your written confirmation of the final choice of names; the objects of the business in enough detail to draft the memorandum; and each subscriber's own Digital Signature on the memorandum and articles.
6.2
You confirm that every document you give us is genuine, current and belongs to the person named on it, and that the information you give us is true and complete.
6.3
The declarations made in the incorporation forms by subscribers and first directors are their declarations and not ours. We prepare them; the person signing is responsible for their truth.
6.4
If we do not hear from you, clause 11 of the Refund and Cancellation Policy applies and we may close your file after sixty days and two written reminders, with the refund for the stage reached paid to you without your having to ask.
7. Digital Signature Certificates
7.1
A Digital Signature Certificate is issued by a Certifying Authority licensed under the Information Technology Act, 2000, in the name of the individual subscriber or director. It belongs to that person, not to us and not to the company.
7.2
We apply for fresh certificates in every case. We do not reuse an existing certificate, and we do not ask you to give us one you already hold.
7.3
The token must reach the person named on it. Where that person asks us to hold the token so that we can complete the filings, we keep it under lock, use it only for the filings in that person's own incorporation, record each use, and send it to them by speed post once the company exists. That person may instead keep the token and sign when we ask; tell us and we will work that way.
7.4
Under Section 42 of the Information Technology Act, 2000 the person named on a certificate must exercise reasonable care to retain control of the private key. Please do not share your token or its password with anyone else, including anyone claiming to be from Mavensmark. We will never ask you for the password to your Digital Signature, for a one-time password, or for a banking credential.
8. What we do not promise
8.1
Whether a proposed name is approved, and whether a company is registered, are decisions of the Central Registration Centre and the Registrar of Companies under the Companies Act, 2013. They are not ours. We do not guarantee either outcome and nobody honestly can.
8.2
What we undertake is the work that reduces the risk of refusal, done properly and reviewed by a chartered accountant before filing. Clause 8 of the Refund and Cancellation Policy sets out what your price covers if a name is refused and what happens after that.
8.3
A refusal by the Registrar is not a failure of this engagement and does not by itself entitle you to a refund. If it results from an error of ours, clause 17 applies and we bear it.
9. Time
9.1
We aim to have the Certificate of Incorporation issued within 3 to 12 working days from the day your documents are complete. We measure from document completion rather than from payment because the documents, the video verification and the signing are in your hands.
9.2
That is an estimate made in good faith from our own record of filings, and time is not of the essence of this contract. Parts of the process sit with the Ministry of Corporate Affairs, the Certifying Authority and the Central Registration Centre, and we do not control them.
9.3
If your file is materially delayed we will tell you, tell you why, and tell you what we are doing about it, without waiting to be asked. If the delay is unacceptable to you, you remain free to cancel at the stage your file has reached.
10. Fees, taxes and your invoice
10.1
The price shown on the incorporation page is the whole price for a company within clause 5.1. It includes our professional fee, the government filing fees, the stamp duty and Goods and Services Tax. Nothing is added afterwards except a charge set out in these terms or in the Refund and Cancellation Policy, and no such charge arises without your agreement first.
10.2
Where a person is added beyond the first 2 (a director, a subscriber or both, each person counted once), the additional amount shown on the page is payable before we proceed.
10.3
Your tax invoice is issued in the name of the person placing the order, because the company does not yet exist and cannot be invoiced. For that reason the Goods and Services Tax on it is generally not available to the company as input tax credit. If input tax credit matters to you, please speak to us before you pay and we will explain the position for your case rather than let you find out later.
10.4
We do not store your card details. Payment is taken by our payment gateway, which is responsible for handling them.
11. Charges that can arise later
11.1
Two situations can give rise to a further charge, and both are set out in full in clauses 8.3 and 8.6 of the Refund and Cancellation Policy: a further name application once the applications and the resubmission included in your price have been used, and a fresh incorporation filing once the two resubmissions the Ministry permits have been used.
11.2
Neither charge applies where the further application or filing is needed because of an error of ours. In that case we bear it. Where the names we ourselves cleared are all refused, the next application is free.
11.3
We will tell you what a charge is and why it has arisen, and we will not incur it until you have said yes.
12. Cancelling, and getting money back
12.1
Cancellation and refunds are governed entirely by our Refund and Cancellation Policy, which forms part of this contract and is published beside the price. In short: we charge only for the work actually done, there is no cancellation fee and no penalty, you need not give a reason, and a full refund is available before the work starts.
12.2
Nothing in these terms limits any right you have under the Consumer Protection Act, 2019.
13. Personal data
13.1
How we handle personal data is governed entirely by our Privacy Policy, which forms part of this contract. It sets out what we collect and why, what becomes a public record once your company exists, how we limit our handling of Aadhaar, how long we keep things, and the rights you have over your own data.
13.2
Each subscriber and each proposed director gives their own consent under that policy. We will contact them directly to obtain it.
14. Confidentiality
14.1
Everything you tell us about your business is confidential. We do not discuss it outside the people working on your file, and we do not use it for anything other than this engagement.
14.2
This duty is not only contractual. As a firm founded and led by chartered accountants we owe a professional duty of confidentiality under the Code of Ethics of the Institute of Chartered Accountants of India, which continues after this engagement ends and after any relationship between us ends. It gives way only where the law compels disclosure, and then only so far as compelled.
14.3
We will not name you as a client, quote you or use your company's name in our marketing without asking you first, and a refusal costs you nothing.
15. What we will not do
We would rather lose an engagement than take these on, and we say so here so that nobody has to raise it awkwardly later.
15.1
We will not prepare or file anything we know or believe to be false, misleading or incomplete, whatever the instruction and whoever gives it.
15.2
We will not offer, pay or accept anything to any public servant in connection with your incorporation beyond the fees prescribed by law, and we will not do so at your request. This is an offence under the Prevention of Corruption Act, 1988 for the person paying as well as the person receiving.
15.3
We will not describe your company's objects as an activity that requires a licence or an approval it does not hold.
15.4
We will not act where we have a conflict of interest we cannot properly manage.
15.5
If we are asked to do any of these we will say no, explain why, and if the request is pressed we will withdraw under clause 16.
16. If we decline or must stop
16.1
We may decline an order after payment, or stop work on one, where a conflict of interest arises, where we cannot satisfy ourselves about identity or the source of the arrangement, where clause 15 applies, or where we simply do not have the capacity to do the work properly and on time.
16.2
Where we do so for a reason of our own, clause 10 of the Refund and Cancellation Policy applies and we return everything you have paid, whatever stage the file has reached. The only deduction is the charge for a Digital Signature Certificate already issued in a person's name, which is theirs to keep, and whose token we send them anyway.
16.3
We will tell you promptly and in writing, and we will hand over whatever we have prepared so that another adviser can carry on without starting again.
17. Our responsibility to you
17.1
We will carry out this engagement with the reasonable skill and care of a competent professional firm.
17.2
If the service is deficient, or is not of the character or the features described on our website or agreed with you, we will put the work right at our own cost or refund the consideration for it, as you prefer. That applies at every stage, including after the incorporation forms have been filed.
17.3
Where an error of ours directly causes you or your company to pay a penalty, a late fee, an additional government fee or a fresh stamp duty, we will bear that amount, in addition to putting the work right. That amount does not count towards the limit in clause 17.4.
17.4
Otherwise our total liability arising out of this engagement is limited to the fees you have paid us for it.
17.5
We are not responsible for indirect or consequential loss, or for loss of profit, business or opportunity.
17.6
Nothing in this clause excludes or limits any liability that cannot lawfully be excluded or limited, including liability for fraud, and nothing in it affects your rights under the Consumer Protection Act, 2019.
18. Your responsibility to us
18.1
If a document or a piece of information you give us turns out not to be genuine or true, and a penalty is imposed on us as a result, you will reimburse us that penalty. That is the extent of it: we do not ask you to indemnify us generally, and we do not ask you to carry the cost of our own mistakes.
18.2
You are responsible for the declarations signed by the subscribers and the first directors, and for the obligations that attach to your company once it exists.
19. After incorporation
19.1
The filings listed in clause 3 that follow incorporation are inside your price and we complete them. That obligation survives a cancellation, as clause 12 of the Refund and Cancellation Policy sets out.
19.2
Once the company exists it may adopt this engagement as its own, and we will then deal with the company. Until it does, we deal with the person who placed the order.
19.3
Ongoing compliance is a separate engagement. We will tell you what falls due and when, and we will offer to do it. There is no automatic renewal, no standing instruction on your card and no assumption that we continue. If you would rather use somebody else, say so and we will hand over your file promptly and without argument.
20. What belongs to whom
20.1
The memorandum, the articles, the minutes, the registers, the share certificates and the filed forms are yours, and yours to keep and to give to any other adviser.
20.2
Our templates, checklists, working papers and know-how remain ours. That does not limit anything in clause 20.1, and we will not withhold a document that belongs to you for any reason.
21. Matters outside our control
21.1
Neither of us is responsible for a failure or delay caused by something genuinely outside our control, including an outage of the portal of the Ministry of Corporate Affairs, a delay at a Certifying Authority or the Central Registration Centre, a change in law or procedure, or an event of the kind ordinarily described as force majeure.
21.2
Where such an event materially affects your file we will tell you, and you remain free to cancel at the stage it has reached. We will not treat time lost to an outage as work done.
22. Complaints
22.1
If something has gone wrong, please write to our Grievance Officer, who is also our nodal point of contact for the purposes of the Consumer Protection (E-Commerce) Rules, 2020. He will acknowledge within forty-eight hours and resolve within one month, in writing, with a reason.
Grievance Officer and nodal contact
Deepak Bhasi, Founder and Chief Consultant
Mavensmark Consultancy Private Limited
HD-196, WeWork Salarpuria Magnificia, Old Madras Road, Bengaluru, Karnataka 560016
22.2
Your right under Section 34(2)(d) of the Consumer Protection Act, 2019 to bring a complaint before the consumer commission where you reside or personally work for gain is not limited by clause 23.9 or by anything else written here.
23. General
23.1
Notices. We write to the email address on your order and you write to deepak@mavensmark.com. A notice by email is effective when sent, unless it bounces.
23.2
Three documents, in this order. On cancellation, charges on cancellation and refunds, the Refund and Cancellation Policy prevails. On personal data, the Privacy Policy prevails. On everything else, these terms prevail. All three prevail over the general Terms of Use of our website, which were written for the website and not for this engagement.
23.3
Entire agreement. These three documents and your order are the whole of what is agreed between us. That does not exclude anything we actually said about the service on our incorporation page, which clause 3.1 makes part of the contract, and it does not exclude liability for any misrepresentation.
23.4
Amendment. We may amend these terms. The version that applies to your engagement is the one in force on the date we accepted your order. We keep earlier versions and will send you yours on request.
23.5
No partnership or agency. Nothing here makes either of us the partner or agent of the other, and we do not act as a director, secretary or nominee of your company.
23.6
Assignment. You may not transfer this engagement without our agreement, which we will not withhold unreasonably. We may not transfer it without yours, except to a successor of our business on the same terms.
23.7
Waiver and severability. If we do not insist on something once, that does not mean we give it up. If any part of these terms is held unenforceable, the rest continues to apply.
23.8
No time bar. Nothing in these terms shortens the time within which you may bring a claim, and nothing in them extinguishes a right of yours on the passing of time.
23.9
Governing law and jurisdiction. These terms are governed by the laws of India. We carry on business at Bengaluru and, subject to clause 22.2, the courts at Bengaluru have jurisdiction.
23.10
Language. These terms are written in English. If you would prefer them in Hindi, Malayalam or another language in the Eighth Schedule to the Constitution of India, write to us and we will send them to you in that language.
Schedule. The law these terms are built on
Set out so that nothing here has to be taken on trust.
| Subject | Provision |
|---|---|
| Incorporation of a company, and the forms filed | Sections 7 and 12, Companies Act, 2013, and the Companies (Incorporation) Rules, 2014 |
| Reservation of a company name | Section 4, Companies Act, 2013 |
| Declaration of commencement of business, and the first auditor | Sections 10A and 139(6), Companies Act, 2013 |
| Director Identification Number applied for at incorporation | Section 153, Companies Act, 2013, read with Rule 9(1), Companies (Appointment and Qualification of Directors) Rules, 2014 |
| Disqualification of a director | Section 164, Companies Act, 2013 |
| Capacity to enter into this contract | Section 11, Indian Contract Act, 1872 |
| No clause extinguishing your rights on the passing of time | Section 28, Indian Contract Act, 1872 |
| Validity of a contract formed by electronic means | Section 10A, Information Technology Act, 2000 |
| Control of the private key of a Digital Signature | Section 42, Information Technology Act, 2000 |
| Unfair contract terms | Section 2(46), Consumer Protection Act, 2019 |
| Deficiency in service, and your remedies | Consumer Protection Act, 2019, and the Consumer Protection (E-Commerce) Rules, 2020, in particular Rules 4 and 6 |
| Where you may bring a consumer complaint | Section 34(2)(d), Consumer Protection Act, 2019 |
| No payment to a public servant beyond prescribed fees | Prevention of Corruption Act, 1988 |
| Input tax credit, and the invoice it depends on | Central Goods and Services Tax Act, 2017 |
| Professional confidentiality | Code of Ethics, Institute of Chartered Accountants of India |
Mavensmark Consultancy Private Limited
Corporate Identity Number U74140KL2015PTC038688
Place of business: HD-196, WeWork Salarpuria Magnificia, Old Madras Road, Bengaluru, Karnataka 560016
GSTIN 29AAJCM8234A1ZH|Registered office: Thiruvananthapuram, Kerala
Bengaluru · Thiruvananthapuram · Kochi · Kozhikode · Dubai · Qatar · www.mavensmark.com
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