professional opportunities for smps & present outlook on ... · professional opportunities for...
TRANSCRIPT
Saturday6th July, 2019
CA. G. RamaswamyCoimbatore
Technical Session IV10.00 am to 11.30 am
Professional opportunities
for SMPs & present outlook
on Indian Economy
CA. G. RamaswamyFCA, FCS
& B Com graduate from University of Madras
& Fellow Member of the Institute of Chartered Accountants of India ICAI
& Fellow Member of the Institute of Company Secretaries of India ICSI
& Honorary member of The Association of International Accountants, UK (AIA)
& Honorary Member of Institute of Chartered Accountants Australia
& Honorary Member of Certified Public Accountants of Australia
& Resolution professional member of IBBI and IPAICAI
& Advisory committee Chairman of Indian Institute of Insolvency Professionals of ICAI
(IIIPI)
PAST PRESIDENT OF INSTITUTE OF CHARTERED ACCOUNTANTS OF INDIA
ICAI, NEW DELHI FOR THE YEAR 2011-12
PAST BOARD MEMBER OF INTERNATIONAL FEDERATION OF ACCOUNTANTS
(IFAC), USA (2011-2014)
PROFESSIONAL/PERSONAL PROFILE
& Practising as a Chartered Accountant since 1984 and
& Managing Partner of M/s. G.Ramaswamy & Co, Chartered Accountants Firm engaged
in the field of taxation, Company audit since 1984.
& He has been representing before all Income tax and IT appellate authorities.
& CA. G. Ramaswamy is a prolific speaker and
& He has addressed various National and International Conferences
& Presented papers on various professional topics, taxation, Companies Act etc
& He is a keen Golfer and
& Member of Social Organizations
& Worldwide Traveller.
Professional Opportunities for SMPs
present outlook on Indian Economy
CA. G. Ramaswamy, Coimbatore
Technical Session IV
( Agenda
) Challenges in Professional Practice
) Practice Improvement Areas
) Multi disciplinary firms
) Individual vs Partnership firm
) Rotation of auditors
) Technology and profession
) Future of the Profession - Network, Merging,
) New economic laws
( Social Media and the Profession
“Recent surveys by various accounting bodies around the world found three out of four accountantssurveyed have a social media presence. Given this level of involvement, it’s worth rememberingthat social media has the potential to involve accountants in ethical and professional challenges..”
Whats app, Face book,Twitter,Instagram etc
• Be cautious when communicating with non-client stakeholders .
• Do not disclose confidential information.
• Beware of inadvertently creating accountant-client relationships .
• Understand cautiously with testimonials, endorsements, and ratings .
( DIGITAL ECONOMY
• The digital transformation is the greatest opportunity
• Risk of marginalization or reduced relevance for the profession.
• The digital transformation is the greatest opportunity for profession in the form of challenge.
• The profession must recalibrate, itself to be more relevant to the businesses by providingvalue added services, newer financial reporting’s, newer avenues in form of Forensic Audit,Information Risk Management, Analytics etc in addition to digitizing processes of Accountingand assurance framework
( Finding Time – The 80:20 Rule
) How do we find time for these new opportunities when our hands are full with our existingclientele?
) The answer is simple. Apply the Pareto’s Principle or the 80:20 Rule
) In our understanding of the client structure of a CA firm, we find that 80% of the clients, take80% of our time and contributing to 20% of our fee component
) While the remaining 20% contribute towards 80% of our fee collection
) What if we can take spare some time from the 80% clientele category?
( Challenges in Professional Practice
) Retaining clients – especially those clients growing big
) Need to upgrade knowledge (CPE)
) Peer Review/FRRB/Disciplinary proceedings
) accept lower fees & delays in payment
) No Time for Introspection of fees
) Fear of losing work ( results in low fees)
) Greed to increase volume of work at any cost
) Inadequate training in fees charging matter and past precedence of older firms
) Rapidly increasing costs (Availability of low paid staff - Articles, B.Com, etc. is reducing rapidly)
) Inadequate Projection of services Rendered ( Value of assuring no material mis- statement,or of no major non-compliance in Taxation is not adequately projected)
( Practice Improvement Areas
) Plug Revenue Leakages (Certification, Oral advisory on phone / meeting etc.,)
) Make Products of Services (Preparation of Manuals, Company Formation, Compliance audits,etc.)
) Systemize work procedures in writing
) Do Proper Client Appraisal- whether he/she has the ability & willingness to pay proper/reasonable fees
) Job assignment should be clear to the CA and the client by documenting it in the quotation /engagement letter to avoid unpleasant expectation gaps.
) Quote fees for work only after proper analysis of work, time & man power required
) In case of new work/ large work, take advance payment/ installment of fees as the workprogresses
) Project : Rendering Personalized Service with a more broader exposure covering Audit, IncomeTax , Service Tax , VAT etc)
( Compliance Value
( Direct Tax
) International Taxation
) Tax planning and tax management
) Double Taxation Avoidance Agreements (DTAA)
) Transfer Pricing
) Taxation Compliance Review
) Tax Deducted at Source (TDS) / Tax Collection at source (TCS) - Compliance Review
) Appellate work
) Advisory ,E- assessment, non interface opportunities
( Opportunities for CAs
Appellate Work
( Some Emerging Opportunities
• International Taxation
o With our Clients going global, demand for consultancy is increasing even from SME clients.
o Almost all international transactions require a critical examination of taxation impact asnon-compliance leads to financial damages
o Consulting in this area requires good knowledge of not only relevant provisions of IT Actbut also DTAA and in many cases the local laws of the corresponding foreign countries.
o ICAI’s Certificate Course on International Taxation is a good starting point.
( Opportunities for CAs
Transfer Pricing
( Some Emerging Opportunities
• Transfer Pricing
o Traditionally, these assignments handled by Larger Firms
o ICAI has however lowered entry barriers by making available cheaper access to databaserequired for this work.
• Valuation
o With advent of IFRS, this field is set for tremendous growth
o Already substantial demand on account of M&A transactions, purchase & sale of brands etc.
o Institute’s Certificate Course on Valuation may be a good starting point
( Opportunities in Valuation
) Valuation for International Financial Reporting Standards (IFRS)
) Business Valuation
) Valuation of Financial Securities, Instruments & Derivatives
) Valuation of Brands, Intangible Assets & Intellectual Property
) Valuation of Real Estate, Industrial Assets, Plant & Machinery for improving upon the net worthof the company
) Valuation for Mergers & Acquisitions
) Impairment Studies for Intangible Assets & Goodwill
) Technical & Financial Due Diligence reviews for Mergers & Acquisitions
) Project Cost Evaluation
) Techno Economic Feasibility Studies
) Purchase Price Allocation
) Selling Price Allocation
) IPO Valuation
( Opportunities for CAs
Indirect Taxes - GST
( Indirect Tax
) Consultancy in
Service Tax
VAT
GST
Management Audit / Review under the aforesaid laws for assuring proper compliance /utilization of credits , SOP, Accounting work etc
( Auditing and Assurance Services
) Internal Audit -- Internal audit functions under various laws e.g.SEBI,IRDA,XBRL,IFC (SIA)
) Statutory Audit Services e.g. under IT act,Co-operative Societies,NBFC,Mutualfunds,Insurance co.,Banks,Companies act ,Regional Rural Banks, Branches of Public sectorBank, PSU,Insurance co etc
) Speciality audit services e.g. social audit,enviromental,shipping,Dot com co,ISO 9000-policy,procedure,process,records,
) CSR
) Forensic audit
) Stock Audit
) System Audit
( Auditing and Assurance Services
) Revenue (Income &expenditure) Audit
) Non Performing asset(NPA) Audit
) Audit of Receivable /Inventories/Securities
) Credit Audit
) Propriety Audit
) Audit of Educational Institutions
) Audit of Audit Bureau of Circulations(ABC audit)
) Audit of Members of Stock Exchanges
) Energy Audit
) Certification
( Opportunities for CAs
Forensic Audit & Fraud Detection
( Opportunities under Companies Act 2013
) Section 138 & Rule 9.13 : Companies required to appoint Internal auditor.-
The following class of companies shall be required to appoint an internal auditor or a firm ofinternal auditors, namely:-
(a) every listed company ;
(b) every unlisted company having –
(i) paid up share capital of fifty crore rupees or more during the precedingfinancial year; or
(ii) turnover of two hundred crore rupees or more during the preceding financial year;or
(iii) outstanding loans or borrowings from banks or public financial institutionsexceeding one hundred crore rupees or more at any point of time during the precedingfinancial year;
or
(iv) outstanding deposits of twenty five crore rupees or more at any point of timeduring the preceding financial year; and
(c) every private company having-
(i) turnover of two hundred crore or more during the preceding financial year; or
(ii) outstanding loans or borrowings from banks or public financial institutionsexceeding one hundred crore rupees or more at any point of time during thepreceding financial year:
Provided that an existing company covered under any of the above criteria shall comply withthe requirements of section 138 and this rule within six months of commencement of suchsection.
Explanation.- For the purposes of this rule
(i) the internal auditor may or may not be an employee of the company;
(ii) the term “Chartered Accountant” shall mean a Chartered Accountant whether engagedin practice or not.
(2) The Audit Committee of the company or the Board shall, in consultation with the InternalAuditor, formulate the scope, functioning, periodicity and methodology for conducting theinternal audit.
( Valuation By Registered Valuers (Section 247) Rule 17.2
Where any valuation is required to be made of any property, stocks, shares, debentures, securitiesor goodwill or any other assets (herein referred to as the assets) or net worth of a company or itsliabilities under the provision of this Act , it shall be valued by a person having such qualificationsand experience and registered as a valuer in such manner, on such terms and conditions as may beprescribed and appointed by the audit committee or in its absence by the Board of Directors ofthat company.
The following persons shall be eligible to apply for being registered as a valuer
(a) a chartered accountant, company secretary or cost accountant who is in whole-time practice,or retired member of Indian Corporat Law Service or any person holding equivalent Indian orforeign qualification as the Ministry of Corporate Affairs may recognise by an order;
( Opportunities
) Provisional Liquidator (Section 275)
For the purposes of winding up of a company by the Tribunal, the Tribunal at the time of thepassing of the order of winding up, shall appoint an Official Liquidator or a provisional liquidatorfrom the panel maintained by the Central Government as the Company Liquidator.
) CSR Audit (Section 135)
Corporate Social Responsibility (CSR) Concept of CSR introduced & Board to have a CSRCommittee consisting of three or more directors, out of which at least one director shall bean independent director for companies
) having networth of Rs. 500 crore or more or
) turnover of Rs. 1000 crore or more or
) net profit of Rs. 5 crore or more during any financial year
The committee shall recommend the policy for CSR to the Board
) Board to ensure at least 2% of average net profits may during 3 immediately preceding yearsspent every year on CSR
) Members of Judicial Bodies 1. As a Technical member of National Company Law AppellateTribunal (NCLT). 2. As a member of Appellate tribunal (NCLAT). 3. As a legal representativebefore Tribunal. 4. Certificate from the auditor is required for reference to Tribunal in case ofsickness. 5. Appointment as Official Liquidator
An IP may hold any of the following roles under the Code: 1. Resolution professional (RP) toresolve insolvency for a firm or an individual; 2. Bankruptcy Trustee in an individual bankruptcyprocess; 3. Liquidator in a firm liquidation process.
( Consultancy under various laws
) Labour Laws
) Real estate regulation Act
) Benami Bill
) Insolvency laws
) Information tecnology and Cyber laws
) Law relating to Real estates
) Intellectual Property Right law
) LLP
) Right to Information laws
) XBRL
) Law relating to SEZ etc.
) Competition Act 2002
) Due deligence
) Consumer Protection laws
) Corporate laws
) Law relating to Charitable Institutions
) Law relating to Non Banking Financial Institution
) Securitization Laws
) Legal Documentation under Private Equity
) Foreign Contribution (Regulation) Act, 1976
) FATCA (Foreign Account Tax Compliance Act) and CRS (Common Reporting Standards) NextPractice Opportunity
( Professional Opportunities in Arbitration and Conciliation
1. Drafting of Arbitration Agreement
2. Representing either of the party (plainant and defendant) to the dispute in the arbitralproceedings
3. Assisting Arbitrator in drafting arbitral award
4. Assisting both parties to go to Court of Law
5. Assisting in preparing submissions to arbitrator
6. Member of Arbitral Tribunal
) Indian Council of arbitration:
http://www.ficci.com/icanet/
) Indian Institute of Arbitration & Mediation:
http://www.arbitrationindia.com/
) NSE and BSE
) State Government
( Professional Opportunities in Drafting
) Documents for Formation of an Entity - Partnership Deed; MOA/ AOA; Trust Deed
) Wills
) Business Agreements – Arbitration;Joint Venture;Foreign Collaboration; Franchisee; Research& Development;Technology Sharing Agreements
) Property Agreements - Transfer Deed; Lease Agreement; Gift Deed of Property; ConstructionAgreement; Rent Agreement;Sale/ Purchase Agreement; Agreement to Sell; Relinquishment
Deed; Mortgage Deed
) Power of Attorney
) Affidavits
) Documents relating to Intellectual Property - Patent and High TechnologyAgreements;Licensing and Franchise; Consulting and Know-How Agreements; SoftwareDevelopment Agreements
) Banking Documents - Bank Guarantee;loan agreements / lease deeds;overdraft agreements
) Export/Import documents – Letter of Credit; Agency Agreement; Documents for obtainingEXIM finance
) Documents relating to Labour Laws and Service Laws
) Documents relating to Insurance
) Documents relating to Public Interest Litigation, Environmental Issues etc.
) Documents Relating to Private Equity and SME Listing Form of Funding - Business Plan;TermSheet; Warranties and Indemnities; Disclosure Letter;Shareholders' / Investors' Rights/Subscription Agreement
) Documents relating to Cyber Law
( Related Websites
Plain English Courses
) http://www.plainenglish.co.uk/training/online.html
) http://www.wordcentre.co.uk/
) http://www.clarity.com.hk/
( AVENUES OF WORK FOR CHARTERED ACCOUNTANTS IN SERVICE
) GOVERNMENT DEPARTMENTS
) Government Accounting And Consultancy
) Chartered Accountants can hold top ranks in various Central/ State GovernmentDepartments. Can act as treasurer, auditor, senior financial officer, negotiator, financialmanagement officer, policy maker and financial analyst.Can act as advisors to State/CentralGovernments.
) PUBLIC SECTORS
) Banks, Financial Institutions and Insurance Companies have a large intake of our members.Can work in areas like Audit, accounting, tax, management & computer consulting, mergers,acquisitions, bankruptcy, fraud investigation, personal financial and estate planning.
) CO-OPERATIVE SECTOR
) Can be appointed in the top/ middle level management in co-operative banks , regionalrural banks, multi- state co-operative societies and state co-operative societies.
( ROLE OF CHARTERED ACCOUNTANT IN LOCAL BODIES
( Conversion of Accounts to Accrual Based Double Entry Accounting System
) Design of Chart of Accounts with Accounting Codes.
) Preparing formats of financial statements and voucher format in the Accrual system.
) Design of Double Entry Accounting System on accrual basis for Local Bodies.
) Selection of appropriate accounting policies and drafting of disclosures of accounting policies.
( Auditing and Assurance Services
) Assignment such as Internal Audit, Statutory Audit, and Special Audit of Local Bodies asprovided in Model Municipal Law and Audit of Escrow Account and the Project Account undertax free municipal bonds guidelines.
( Management Consultancy Services
) Providing assistance as domain expert to the agencies designated by the Government forcomputerization of records and computerization of Accounting System.
) IT reforms including computerised accounting system introduction and implementation.
) Consultant in drawing up reforms road-map, timelines and implementation targets.
( Information Technology And Computer Software Related Services
) The areas where a Chartered Accountant can practice and specialise are:
) System Development Life Cycle
) Information Security
) Performance measurements and monitoring
) Emerging Standards
) E-Governance
( Enterprise Resource Planning (ERP)
There is going to be a great demand for functional and strategy consultants, whose number atpresent is far below the surging demand. Past experience make implementing ERP a fantasticchallenge for the solution provider, the implementer and primarily, the organisation.
With sound financial domain knowledge, good analytical skills, logical thinking and processunderstanding, a CA would be able to ideally plug into this position as an ERP Consultant.
Types of Services provided by CA’s
) Pre ERP implementation Business Process Reengineering exercise
) ERP Readiness assessment
) Strategy setting and roadmap
) Product selection & implementer
) Master Data Migration
) Organization structure definition etc.
SOPs,
Checklists
( Others
) A new area of professional service is the provision of composite service to small scale andtiny sector, consisting of preparation of project reports, setting up of accounting systems,book keeping, finalisation of accounts, Accounts and Audit Manual etc.
( NGO Sector
There are nearly 1.2 million Non-Profit Organisations (NPOs) in the country and this sector offerschallenging and rewarding opportunities to accounting professionals in particular. NGOs areincreasingly taking the services of accounting professionals for various crucial functions, includingexternal auditors, internal auditors and advisors. NGOs have begun to view Chartered Accountantsas pathfinders rather than faultfinders.
http://barandbench.com/supreme-court-directs-audit-32- lakh-ngos-seeks-guidelines-
regulation/
o No longer a low revenue professional avenue
o NGO’s receive massive funding from various Multilateral Agencies and Governments for avariety of social sector projects
o In order to successfully cater to such projects, NGO’s need professional inputs on variousfinancial & technical parameters
o The funding agencies generally require real- time or periodical third party monitoring / auditof end use of funds / performance etc.
( Insurance
Insurance business is offering exciting new opportunities to the CA’s.The emerging sector hasthrown open challenging jobs for the Chartered Accountants in the Finance, Risk Management,Planning and Operations functions in Insurance Companies.
Types of Services provided by CA’s
) Risk Assessment of operational concerns
) Creating an audit framework
) Defining a risk management framework which includes mgmt of Information security, Dataprivacy & BusinessContinuity concerns & actioning the same
) Compliance with regulations & legal requirement.
) Communiation of Compliance requirements to the Organisation etc.
( Insurance Sector Opportunity
) 23 General Insurance Companies
) Insurance Audit
) Advisory services to Insurance Companies
) Stock Loss Assessment - Valuation of Raw Material, WIP and Finished Goods
) Investigators for Insurance Companies for Accounting purpose
) Business Interruption Claims – Fire and MLOP
) Miscellaneous Insurance Policies Loss Assessment
( Global
Vision
( Some Emerging Opportunities
(BPO-KPO)
) Who are the prospective clients in KPO sector
o Almost Everybody !!!
o Private Organizations
o Central & State Governments & Local Bodies
o Banking & Finance Sector
o Insurance Sector
) KPO is now extensively used by a variety of organizations to streamline non-core operations,so as to enable them to concentrate on their core activities
( Emerging Opportunities For Chartered Accountants
Knowledge Process Outsourcing (KPO)
The work to be performed in the KPO industry is of a specialised nature. CA’s with considerableexposure to trade & industry together with accounting & auditing hold an advantage overprofessionals from different backgrounds.
Types of KPO Services provided by CA’s
1. Business & Technical Analysis
2. Legal Services
3. Assets Record keeping & verification
4. Taxation Consultancy
5. Data Analytics
6. Research & Development
( Some Emerging Opportunities
7 Accounting Services
8 Maintenance of books and records
9 Asset accounting management
10 Financial analysis
11 Bank reconciliations
12 Payroll management
13 MIS Reporting systems
14 Financial research and investigations
( International Accounting Firms for Outsourcing Professional Opportunities
( International Firms
1. Name of Service Provider - BLITA International URL - www.blita.com
Features /Services -
A. Global Accounting Outsourcing
B. International Tax Services
C. Tax Advisory Services
D. International Incorporation Services
2. Name of Service Provider - MAZARS URL - www.mazars.com
Features /Services -
A. Accounting Outsourcing
B. Financial Reporting Audit & Advisory
C. Tax Services
D. Legal Services
E. Actuarial Services
F. Consulting
G. Financial Advisory Services
3. Name of Service Provider - BKR International URL - www.bkr.com/
Features /Services -
A. Independent Accounting and Business Advisory Firms
( Indian Firms
1. Name of Service Provider - SKP Group URL - www.skpgroup.com
Features /Services -
A. Business Advisory
B. Transaction Advisory
C. Taxation Services
D. Finance and Accounting
E. Governance , Risk and Compliance
F. Corporate Services
( Opportunities for CAs
Financial Modelling
( Some Emerging Opportunities
) Financial Markets & Investor’s Protection
) Capital Market
) Consultancy on Investor’s Protection:
) Securities and Exchange Board of India
) Private Equity Funding
) SME Listing
) Listing Municipal Corporation Bonds
( FUTURE OF THE PROFESSION ICAI’S INITIATIVES FOR CAPACITY BUILDING
) Networking
) Merger
) Corporate form of practice
( Networking
Some Networking Rules
) Permitted for individuals and firms
) Network to be used to show combined strength i.e. pooling of resources to disclose combinedturnover, expertise, manpower and location
) Only network can respond to tenders
) Allowed to join only one network
) Form of declaration to be filed by all members of the network with ICAI
( Some Networking Rules
) Ceiling of fees would apply
) All code of Ethics rules to apply
) In case of violation of Code of Conduct only concerned member would be liable
) Only the firms forming Network are eligible to issue sign/attest any Certificate/ Report/Professional Document / Assignment
) Distinct name which should be approved by ICAI in accordance with the guidelines
) To distinguish a “Network” from a “firm” of Chartered Accountants, the words “& Affiliates”should be used after the name of the network and the words “& Co.” / “& Associates” shouldnot be used
Ethical Compliances by Network
) Internal – Statutory Auditor relationship cannot exist
) Rotation to be applicable where prescribed
) A firm / individual can form part of only one formal Network.
( Example www.batgach.com
( Merger Of CA Firms
) Merger MOU to be filed with ICAI
) Existing names of the merging firms frozen by ICAI for 3 years
) Seniority granted to the new firm from the date of establishment of the firm under whosename the merged entity operates
) New name for merged firm possible without losing seniority
) Demerger possible within 5 years of merger
( Guidelines for Practice in Corporate form
Definition
) Managing Director, Whole-time Director and Manager,Act,Member,Institute,code ofethics,Council,Regulations
) Management Consultancy & Other Services- Management Consultancy & Other Services orMCS means `Management Consultancy & Other Services’ permitted by the Council inpursuance to Section 2(2)(iv) of the Chartered Accountants Act, 1949.
) Management Consultancy Company - Management Consultancy Company means a Company
which complies with the Guidelines for Practice in Corporate Form issued by the Institute.
( Management Consultancy and other Services
) The expression “Management Consultancy and other Services” shall not include the functionof statutory or periodical audit, tax (both direct taxes and indirect taxes) representation oradvice concerning tax matters or acting as liquidator, trustee, executor, administrator,arbitrator or receiver, but shall include the following
(i) Financial management planning and financial policy determination.
(ii) Capital structure planning and advice regarding raising finance.
(iii) Working capital management.
(iv) Preparing project reports and feasibility studies.
(v) Preparing cash budget, cash flow statements, profitability statements, statements of sourcesand application of funds etc.
(vi) Budgeting including capital budgets and revenue budgets.
(vii) Inventory management, material handling and storage.
(viii) Market research and demand studies.
(ix) Price-fixation and other management decision making.
(x) Management accounting systems, cost control and value analysis.
(xi) Control methods and management information and reporting.
(xii) Personnel recruitment and selection.
(xiii) Setting up executive incentive plans, wage incentive plans etc.
(xiv) Management and operational audits.
(xv) Valuation of shares and business and advice regarding amalgamation, merger and acquisition.
(xvi) Business Policy, corporate planning, organisation development, growth and diversification.
(xvii) Organisation structure and behaviour, development of human resources including designand conduct of training programmes, work study, job- description, job evaluation andevaluation of work loads.
(xviii) Systems analysis and design, and computer related services including selection of hardwareand development of software in all areas of services which can otherwise be rendered by aChartered Accountant
(xix) Acting as advisor or consultant to an issue, including such matters as: -
(a) Drafting of prospectus and memorandum
(xx) Acting as registrar to an issue and for transfer of shares/other securities. (In doing so, therelevant provisions of the Code of Ethics must be kept in mind).
(xxi) Quality Audit.
(xxii) Environment Audit.
(xxiii) Energy Audit.
(xxiv) Acting as Recovery Consultant in the Banking Sector.
(xxv) Insurance Financial Advisory Services under the Insurance Regulatory & Development AuthorityAct, 1999, including Insurance Brokerage.
( Guidelines for Practice in Corporate form
) Name of the Management Consultancy Company:
) Registration:
) Ethical Compliance:
) Object of Management Consultancy Company:
) Violation of Act:
) Applicability of Companies Act, 2013 and other laws
) Benefits available to members if the Guidelines framed are complied with
( Opportunities for CAs
Entrepreneurship
( Design your own practice
The list is endless…..
( Growth is Life
( Prepare in Advance
Don’t Wait
till the Opportunity
Comes to YOU
Abraham Lincoln once said:-
I will prepare and some day my chance will come
