Corporate & Commercial Law
Corporate work is the legal architecture a business sits inside: how it is incorporated, how decisions are recorded, what its contracts say, and which filings keep it in good standing. Most disputes trace back to a document that was never drafted, or drafted without regard to how the business actually runs.
- Companies and LLPs
- Banks and NBFCs
- Professional firms
- Directors and promoters
Choosing between the three structures
Fig. 4Matters handled
- Company formation and choice of business structure
- Shareholder agreements, board and general-meeting resolutions
- Drafting, review and negotiation of commercial contracts
- Vendor, employment and client agreements
- Regulatory compliance reviews and risk assessment
- Corporate governance and secretarial advisory
- Mergers, acquisitions and business transfers
Principal legal framework
- Companies Act, 2013
- Incorporation, directors, resolutions, filings and restructuring.
- Indian Contract Act, 1872
- Formation, validity and enforceability of commercial agreements.
- LLP Act, 2008
- LLP formation, partner rights and conversion.
- Ministry of Corporate Affairs
- Annual filings, registers and event-based compliance.
Questions that come up
What is the difference between a Private Limited Company and an LLP in India?
A Private Limited Company is incorporated under the Companies Act, 2013, has shareholders and directors, and is the structure most equity investors expect. An LLP is incorporated under the Limited Liability Partnership Act, 2008, has partners rather than shareholders, carries lighter annual compliance, and does not readily accommodate external equity investment. Both give limited liability. The choice usually turns on whether outside investment is anticipated.
Does a shareholders agreement need to be reflected in the Articles of Association?
Yes, in most cases. Indian courts have held that a term in a shareholders agreement which is not incorporated into the Articles of Association may not bind the company itself. Rights such as transfer restrictions, board nomination and affirmative-vote items are therefore ordinarily mirrored in the Articles.
What are the recurring annual compliances for a private company?
A private company ordinarily files its annual return and financial statements with the Registrar of Companies each year, holds a general meeting, holds the prescribed number of board meetings, maintains statutory registers and minutes, and makes event-based filings when directors, capital or the registered office change.
This page describes the scope of the practice in this area. It is general information and not legal advice on any particular matter.
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