somesh@sschandak.com
Thane | Mumbai | Bangalore
Mon-Sat: 10AM-7PM

A startup valuation exists to be examined — by investors in diligence, by the ROC in filings, by the tax officer under Section 56(2)(x). Reports are issued by CA Somesh Chandak as an IBBI Registered Valuer (Securities or Financial Assets, Regn. No. IBBI/RV/06/2024/15744), with the purpose, method reasoning and sensitivity stated on the face of the report.

When this service is typically required

  • A priced equity or CCPS round needs a valuation for the issue documentation and board process
  • Shares are being issued or transferred where Rule 11UA / Section 56(2)(x) consequences must be managed
  • Further issue under the Companies Act requires a registered valuer's report
  • A down-round, secondary or founder transfer needs a defensible reference value
  • Convertible instruments (CCPS/CCD) need valuation reflecting their actual terms

Indicative scope

  • Purpose and framework identification: which law, whose report, what standard of value
  • Financial-model review: projections, assumptions, working-capital and capex logic
  • Method application: DCF, market multiples (comparable companies/transactions), NAV as applicable
  • Instrument-term adjustments for CCPS/CCD (conversion, preference, coupon)
  • Sensitivity analysis on growth, margins and discount rate
  • Signed report with information-relied-upon schedule and management representations

What the report states on its face

ItemPosition
CapacityIBBI Registered Valuer — Securities or Financial Assets (IBBI/RV/06/2024/15744)
FrameworkCompanies Act rules / Income-tax Rule 11UA / FEMA context — identified per engagement
StandardsHaving regard to ICAI Valuation Standards, 2018 and the RV Rules, 2017
Valuation dateStated; later events treated as subsequent events

Deliverables

A signed valuation report with methodology annexures, discount-rate build-up, sensitivity table, the schedule of information relied upon, and the management representation letter — a file built for the reviewer who asks "why this number".

Information and documents generally required

Audited and provisional financials, the business model/projections with assumptions, cap table and prior round documents, term sheet or scheme for the current transaction, and instrument terms where CCPS/CCD are involved.

Engagement process

01 · Purpose assessmentProvision, transaction, intended users identified.
02 · Engagement letterFramework, standard of value, scope, fees.
03 · Information requestDefined data list; management owns inputs.
04 · AnalysisMethods applied; cross-checks and sensitivity run.
05 · Draft discussionAssumptions walked through with founders.
06 · Signed reportFinal report with annexures issued.

Client responsibilities, assumptions and reliance

Projections and business assumptions are management's; the valuer tests them for internal consistency and documents reliance. The report speaks as on its valuation date for its stated purpose — reuse for another purpose or date needs a fresh assessment.

Scope exclusions

Transaction negotiation, fundraising outcomes and regulatory approvals are outside scope. Where a specific law requires a different category of valuer for a purpose, that boundary is identified at scoping rather than papered over.

Frequently asked questions

Investors want one number, the tax rule suggests another. Which wins?

They answer different questions. The engagement identifies each applicable framework and, where a transaction touches more than one, documents the position for each — so the round price and the tax-rule floor/ceiling are reconciled deliberately, not accidentally.

Can you value a pre-revenue startup?

Yes — with projections, round evidence and instrument terms doing the work that history cannot. The report is explicit that early-stage value is assumption-heavy, and shows the sensitivity honestly.

Will the department or an investor definitely accept the valuation?

No professional can assure acceptance. What the report provides is the documented basis reviewers test: stated purpose, method reasoning, assumptions, sensitivity and representations.

How long does it take?

It depends on data readiness — a committed timeline goes into the engagement letter after the scoping call, not into a website.

Do you also handle the ROC filing that follows the issue?

Yes, as a separate scope — see share allotment and ROC funding compliance.

Discuss this requirement

The applicable scope, documentation, professional responsibilities and timelines are agreed in an engagement letter before commencement.

ESOP ValuationFEMA Share ValuationInvestor Due DiligenceRequest a Scope Discussion

This page describes the service in general terms as on 6 August 2026 and is not professional advice or an assurance of any outcome. Registrations, filings, refunds and departmental outcomes depend on facts and the concerned authority. Figures and due dates change; verify current positions before acting.

MCA amnesty — closes 31 August 2026CCFS-2026 lets companies clear pending AOC-4/MGT-7/ADT-1 at just 10% of additional fees with penalty immunity. The window ends 31 August 2026.Read the CCFS-2026 guide →
Key due dates at a glance — FY 2026-27
ComplianceDueNote
DPT-3 (deposits/loans return)30 June (annual)Covers director loans and advances
DIR-3 KYC30 SeptemberNow triennial for unchanged particulars
AGM (other than first)30 SeptemberFirst AGM: 9 months from first FY end
AOC-4 / MGT-730 / 60 days from AGMRs 100 per day per form if late
MSME Form 130 April / 31 OctoberIf MSE dues pending beyond 45 days
CCFS-2026 amnestyTill 31 August 202690% additional-fee waiver + immunity

Dates as generally applicable on 15 July 2026; extensions/notifications can change them — confirm current dates before relying.

What's Included

  • Purpose and framework identification: which law, whose report, what standard of value
  • Financial-model review: projections, assumptions, working-capital and capex logic
  • Method application: DCF, market multiples (comparable companies/transactions), NAV as applicable
  • Instrument-term adjustments for CCPS/CCD (conversion, preference, coupon)
  • Sensitivity analysis on growth, margins and discount rate
  • Signed report with information-relied-upon schedule and management representations

Our Process

1
Purpose assessment

Provision, transaction, intended users identified.

2
Engagement letter

Framework, standard of value, scope, fees.

3
Information request

Defined data list; management owns inputs.

4
Analysis

Methods applied; cross-checks and sensitivity run.

5
Draft discussion

Assumptions walked through with founders.

6
Signed report

Final report with annexures issued.

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