Corporate and commercial lawyers for founders and companies
From the choice of entity to an investment round, an acquisition or a boardroom dispute, we advise founders, investors and companies on the documents and decisions that decide who controls the business.
Offices in Kozhikode, Kochi and New Delhi. Meetings in person or by video call.
Book a ConsultationWhatsApp the officeThe challenge
Corporate problems tend to surface late: an investor asks for a clean cap table, a co-founder leaves without a vesting clause, or a filing missed three years ago blocks a transaction today.
Most of these problems were decided, quietly, by the documents signed at the start. Getting those documents right costs far less than unwinding them in front of a tribunal.
How we help
- Incorporation and structuringPrivate limited companies, LLPs, OPCs and Indian subsidiaries of foreign companies.
- Funding documentsTerm sheets, shareholders' and subscription agreements, CCPS and convertible notes.
- M&A and share transfersDue diligence, share purchase and business transfer agreements, and exits.
- Corporate complianceBoard and shareholder approvals, ROC filings and statutory registers.
- Shareholder disputesOppression and mismanagement petitions under Sections 241 and 242 of the Companies Act, 2013.
- InsolvencyPetitions and defences under the Insolvency and Bankruptcy Code, 2016, for creditors and companies.
Forums and jurisdictions
Questions clients ask
Should a startup that plans to raise funds be an LLP or a private limited company?
Investors generally prefer a private limited company because it can issue equity and preference shares and run an ESOP scheme. An LLP has lighter compliance but is harder to fund through equity, so many founders who start as an LLP later convert.
Can Indian startups use a US-style SAFE?
Not as drafted in the United States. A SAFE is not a recognised instrument under India's foreign exchange rules, so Indian startups usually achieve the same commercial result through compulsorily convertible preference shares or, where eligible, convertible notes.
What can a minority shareholder do against oppression?
A shareholder can petition the NCLT under Sections 241 and 242 of the Companies Act, 2013. Section 244 sets eligibility, broadly 100 members or one-tenth of the members or of the issued share capital, and the Tribunal can waive it in suitable cases.
What does a private company have to file every year?
At minimum, its financial statements and annual return with the Registrar of Companies, along with directors' KYC. Due dates run from the date of the annual general meeting, and late filing attracts daily additional fees.
Can an unpaid supplier start insolvency against a company?
Yes. An operational creditor can apply under Section 9 of the Insolvency and Bankruptcy Code after serving a demand notice under Section 8, provided the default is at least the current threshold of Rs 1 crore and no pre-existing dispute is raised.
Discuss your matter with us
A first consultation sets out where you stand, the realistic routes open to you and what each will involve.
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CONTACT
3rd Floor, HIS Centre, Kombara Junction, Near High Court of Kerala, Kochi, Kerala 682018
T1, G1001, HiLITE Business Park, Thondayad Bypass, Kozhikode, Kerala 673014
136/2, Rameshwar Nagar, Model Town, New Delhi 110033
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