Our Services

Corporate M&A

 

    • Corporate transactions and restructuring – M&A, acquisitions (business, company), joint ventures, debt restructuring, corporate restructuring;
    • Due diligence services – corporate, property, business;
    • Private fund raise- private equity, venture capital, debt (institutional and non-institutional),
    • Structuring of transactions basis exchange control laws, corporate and other commercial laws;
    • Contract management – review/drafting of commercial contracts (including NDA, employment contracts, vendor/customer contracts, service contracts, IP licenses and assignments, IT service contracts, procurement contracts);
    • General corporate, exchange control and commercial legal advisory.

Litigation and Disputes Resolution

 

    • Corporate litigation: Shareholders disputes, recovery of investments, minority protection, insolvency and bankruptcy cases;
    • Arbitration Proceedings;
    • Recovery of debts through insolvency proceedings or civil or criminal proceedings;
    • Consumer/product liability cases;
    • Intellectual property litigation – enforcement of IP, ex-parte injunctions, john doe orders, infringement actions;
    • White collar defence claims;
    • Cyber crimes.

Set up in India

 

FDI and exchange control advise and structuring

      • Assist clients in developing investment strategy basis its specific needs and foreign investment laws of India;
      • Assistance with filing regulatory applications for registrations / approvals, as required;
      • Compliance management.

Incorporation services

      • Advise on type of entity to be setup/incorporated in India with pros and cons from legal and tax perspective;
      • Setting up/incorporation of desired entity;
      • Initial tax registrations depending on proposed activity of the Indian entity;
      • Assistance with holding initial board meeting, appointment of officers such as auditors company secretary etc. and opening of bank accounts in India.

Template agreements

      • Drafting of business agreements such as employment, vendor, customer, franchise, distributor agreements;
      • Customization of client’s global templates to Indian legal and tax requirements.

Regulatory licenses and registrations

      • Study of client’s proposed business in India and advise on applicable licenses, registrations, permissions required, timelines, cost and consequences;
      • Filing required applications for procuring required licenses, registrations, permissions, liaison with authorities, supply of further documents, if required;
      • Compliance management.

Employment laws

      • Advise on applicable employment and labour laws, social security contributions, compliances basis present and prospective business plan, sector, jurisdiction and hiring strategy;
      • Drafting, review of employment policy, code of conduct, maternity and other leaves policies, confidentiality, IP and IT policies, anti-sexual harassment policy or customization of global policies basis Indian laws and requirements.

Office/factory

      • Advise on property related laws, compliances, transaction cost and taxes, registrations and any specific tax related rebates /exemptions available related to the property basis specific client’s needs, proposed activity, jurisdiction, type of property (commercial, factory, zoned);
      • Property due diligence services for verification of ownership of seller/lessor, encumbrances, usage restrictions, utilities, taxes and other statutory dues and any other impediments for the proposed transaction;
      • Conveyance of property, stamping and registration.

IPR filing and prosecution

    • Advise on protection and enforcement of IP;
    • Filing and prosecution of trademark, design and copyright applications. For patents, we use associated patent agents.
    • Drafting/review of commercial contracts involving IP (in/out licensing).

Private Equity and Venture Capital

 

Services related to fund raise

      • Drafting/review of term sheet, LOI/MOU;
      • Corporate due diligence of target companies, including due diligence of regulatory licenses, real estate assets;
      • Advise on structuring of investment for compliance with corporate and exchange control laws;
      • Drafting, vetting, negotiation of definitive agreements such as subscription agreements, shareholders agreement, share purchase agreement in case of secondary purchase, escrow agreements;
      • Drafting of associated documents required from target companies pursuant to fund’s practices and policies;
      • Assistance and advisory related to pre and post-closing compliances;
      • Monitoring of compliance of terms of the definitive agreement.

Services for fund’s portfolio companies

    • Secretarial and regulatory compliance management;
    • Litigation and dispute resolution;
    • Drafting/review of commercial agreements;
    • Employees and ESOPs;
    • IP filing and prosecution services.

Real estate and Infrastructure

 

Due Diligence Services

      • Undertaking due diligence of various types of properties, indicatively listed below:
        • Land parcels for large scale projects – residential, commercial, infrastructure;
        • Green field/brown field properties for factories, manufacturing units, commercial establishments;
        • Property for lease/license;
        • Commercial units of more than 5000 square feet
        • Residential units for bulk deals, banks and financial institutions.
      • Services include verification of ownership, title, rights, interest or lease rights and extent of such rights, adequacy and validity of registrations, approvals, licenses, encumbrance status (verifiable from public records), statutory dues, litigation and dispute searches (verifiable from public records);
      • Deliverables include detailed due diligence report, documents (certified/official copies) procured from statutory authorities forming basis of the report and opinion, opinion on transactional risk and suggestions to mitigate the risk;
      • Publication of press release to receive objections to proposed transaction, if any and accordingly advising the client on transactional prospects;
      • Use of local counsels only for procurement of documents, liaison and crossing language barrier.

Transaction Services

      • Drafting, negotiation and closing of real estate transaction documents such as sale deeds, conveyance deeds, lease deeds, leave and license agreements, development agreements, joint development agreements, O&M and similar service and management agreements;
      • Corporate structuring, restructuring, joint venture, investments (private equity), exits having real estate as primary asset – covering all aspects of transactions including advisory on Company law, FEMA, stamp duty and registration and other general commercial laws and drafting, negotiation and closing of transactional documents such as share purchase agreements, share subscription and shareholders agreements, joint venture agreements, settlement agreements.
      • Advising lenders and financial institutions in relation to the real estate financing transactions including advice on creation of charge/mortgage on immovable properties and drafting and negotiation of mortgage deeds, memorandum of entry, security documents and loan agreements.
      • Drafting standard form agreements such as agreement to sell, builder buyer agreements, lease agreements, leave and license agreements.
      • Drafting, negotiation and closing of construction service agreements, RFP’s, bid documents for calling bids for selection of various service providers such as architects, engineers, advisors, environmental advisors and consultants, service agreements.

Regulatory Services

    • Advising and assisting in relation to procurement of project specific registrations, approvals, licenses, clearances for residential and commercial real estate projects and companies establishing in India having real estate based business models such as entertainment and amusement establishments, hospitals, hospitality, serviced offices/apartments, infrastructure – covering aspects such as construction approvals, environmental approvals, operational licenses, clearances from law enforcement and municipal authorities.
    • Advising clients in relation to various real estate specific laws including Land Acquisition Act, Real Estate (Regulation and Development) Act, REITS, SEBI – CIS, Consumer Protection Act.

Retail and manufacturing

 

    •  Setting up of manufacturing facilities in India – incorporation and regulatory services, advice and assistance in procurement of licenses, approvals and registrations and real estate due diligence for setting up of manufacturing facilities;
    •  Transaction services – M&A, joint ventures, acquisitions and investments;
    •  Dispute resolution – arbitration, recoveries, vendor-customer disputes, intellectual property enforcement actions;
    •  Drafting/review of commercial contracts, franchise agreements, vendor agreements and retail trade related agreements;
    • Procurement of approvals for foreign investment single brand and multi-brand retail trade;
    • IP filing and prosecution;
    • General corporate and exchange control advisory.

Taxation

 

  1. Transaction Structuring
  2. Tax advisory related to setting up business in India
  3. Inbound and outbound investment tax advisory
  4. Indirect Tax advisory
  5. Tax Dispute Resolution Support

Labour and Employment law:

 

  1. Labour and employment laws advisory related to specific corporate transactions, conducting due diligence to labour and employment law applicability, compliances, filings, record maintenance and advising transaction counsels on conditions precedent, representations, warranties, indemnities and other aspects to be provided in the transaction documents;
  2. Contract management – drafting of non-disclosure agreements, employment agreements, resignation and release agreements, consultancy agreements;
  3. Advising on ESOP structuring (cross border, domestic, through trust), drafting of ESOP policies, ESOP agreements and compliances related thereto;
  4. Appearance before labour courts, tribunals and authorities under various labour laws, courts for employee centric issues, data theft, IP infringement by employees and cybercrimes by employees;
  5. Preparations of manuals and policies such as HR policies, IP policies, leave policies, anti-sexual harassment policy;
  6. General advisory in relation to labour law and employment law.