M S Sulthan Legal Associates

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Practice Area

Corporate & Commercial Law

Full-lifecycle corporate legal services — from company formation and startup funding to cross-border structuring, M&A transactions, and corporate governance across India and international jurisdictions.

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Building, Structuring & Scaling Businesses — Legally

Whether you're a first-time founder incorporating a company, an established business entering new markets, or a multinational structuring India operations — our Corporate & Commercial team provides the legal backbone your business needs.

M S Sulthan Legal Associates brings together expertise in Indian corporate law, international company formation, venture capital structuring, and regulatory compliance to serve businesses from inception through growth, fundraising, governance, restructuring, and exit.

With offices in Kozhikode and New Delhi and a network of associate firms across the UAE, USA, UK, Singapore, and EU, we provide seamless cross-border corporate legal services.

6+ Incorporation Jurisdictions
India + UAE, USA, UK, SG, EU
End-to-End Formation to Exit
NCLT & IBC Proceedings
What We Handle

Our Corporate & Commercial Services

Comprehensive legal support across every stage of business formation, operation, and growth.

Company Incorporation & Registration

Private limited, LLP, OPC, Section 8 companies, and partnership firm formation in India. Complete registration support including DIN, DSC, MOA/AOA drafting, PAN/TAN, GST registration, and post-incorporation compliance setup. We also handle conversion between entity types.

International Company Formation

Entity setup in the UAE (mainland & free zones), USA (Delaware, Wyoming LLC/C-Corp), UK (Ltd), Singapore (Pte Ltd), and EU jurisdictions. We handle corporate structuring, registered agent services, bank account setup coordination, substance requirements, and cross-border holding structures.

Startup Funding & VC/PE Transactions

Term sheet negotiation, SHA/SSA drafting, SAFE Notes, convertible instruments, due diligence support, cap table management, ESOP structuring, angel investment documentation, and Series A through growth-stage fundraising. We protect founder interests while making the deal investor-ready.

Mergers & Acquisitions

End-to-end M&A advisory including target identification support, legal due diligence, SPA/APA drafting, scheme of arrangement under Companies Act, NCLT merger petitions, competition (CCI) filings, FEMA/RBI approvals for cross-border deals, and post-merger integration support.

Corporate Governance & Compliance

Board advisory, director duties and liability, annual ROC filings, statutory registers, board resolution drafting, AGM/EGM management, related party transaction frameworks, insider trading compliance, and corporate restructuring. Ongoing secretarial support for private and public companies.

Commercial Contracts & Agreements

Drafting, reviewing, and negotiating service agreements, distribution agreements, franchise contracts, joint venture agreements, licensing deals, supply chain contracts, NDAs, non-competes, consultancy agreements, and master service agreements (MSAs) across industries.

NCLT, Insolvency & Winding Up

Corporate insolvency resolution under IBC, voluntary liquidation, oppression and mismanagement petitions (Sections 241-242 Companies Act), NCLT applications, NCLAT appeals, creditor representation in CoC proceedings, and resolution plan advisory. We also handle company strike-off and revival.

Joint Ventures & Strategic Partnerships

Structuring and documenting joint ventures (equity and contractual), partnership deeds with enhanced protective clauses, profit-sharing arrangements, LLP agreements, consortium agreements for government tenders, and exit mechanisms including buyout clauses and deadlock resolution.

FEMA, FDI & RBI Compliance

Foreign direct investment structuring across sectors (automatic and approval routes), ODI compliance, LRS advisory for individuals, ECB filings, FC-GPR/FC-TRS filings with RBI, downstream investment structures, and FEMA compounding applications for regulatory violations.

Global Reach

Where We Incorporate Companies

Entity formation and structuring across India and key international jurisdictions.

🇮🇳

India

Pvt Ltd, LLP, OPC, Section 8, Partnership Firms. ROC registrations across all states. Startup India & DPIIT recognition.

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UAE

Mainland LLC, free zone companies (DMCC, JAFZA, DAFZA, IFZA, RAKEZ), Dubai & Abu Dhabi setup, Golden Visa coordination.

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United States

Delaware C-Corp (VC-friendly), Wyoming LLC, EIN/ITIN, registered agent services, and US bank account coordination.

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United Kingdom

Ltd company formation, Companies House filings, SEIS/EIS investor schemes, PSC register, and confirmation statements.

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Singapore

Pte Ltd incorporation, ACRA filings, nominee director services, EntrePass advisory, and holding company structuring.

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European Union

Netherlands BV, Estonia e-Residency companies, Ireland Ltd, and EU subsidiary structuring for market entry.

Our Process

How We Work With Businesses

A structured approach from initial consultation to ongoing corporate legal support.

1

Business & Structure Assessment

We start by understanding your business model, growth plans, investor requirements, and regulatory environment. Based on this, we recommend the optimal entity type, jurisdiction, and corporate structure — whether it's a simple Indian Pvt Ltd, a US-India holding structure, or a multi-jurisdiction setup.

2

Incorporation & Setup

We handle the entire formation process — from reserving the company name and drafting MOA/AOA or operating agreements, to obtaining DIN/DSC, filing with ROC or equivalent authorities, and securing PAN, TAN, GST, and other registrations. For international setups, we coordinate with local associates in each jurisdiction.

3

Contracts & Agreements

Once operational, we draft and negotiate all critical commercial agreements — co-founder agreements, vendor contracts, client MSAs, NDAs, employment agreements, and licensing deals. Every document is tailored to your specific industry, risk profile, and business objectives.

4

Fundraising & Transaction Support

For fundraising rounds, we handle term sheet negotiation, SHA/SSA drafting, investor due diligence response, cap table restructuring, ESOP pool creation, FEMA/RBI filings for foreign investment, and closing mechanics. For M&A, we manage the entire transaction lifecycle from LOI to completion.

5

Ongoing Governance & Compliance

We provide ongoing corporate legal support — annual ROC filings, board meeting management, statutory compliance calendars, regulatory filings, related party approvals, and director advisory. For cross-border companies, we ensure simultaneous compliance across all jurisdictions.

Legal Framework

Key Laws We Work With

Company Law

Companies Act 2013, Companies Rules, LLP Act 2008, Indian Partnership Act 1932, SEBI regulations

Foreign Exchange

FEMA 1999, FDI Policy, RBI Master Directions, ECB Guidelines, ODI Regulations, LRS Framework

Insolvency

Insolvency & Bankruptcy Code 2016, IBBI Regulations, CIRP Process, Liquidation Process Regulations

Competition Law

Competition Act 2002, CCI Merger Control Regulations, Combination Thresholds, Anti-Trust provisions

Contract Law

Indian Contract Act 1872, Sale of Goods Act, Specific Relief Act, Negotiable Instruments Act

Startup & Innovation

Startup India Policy, DPIIT Recognition, Section 80-IAC, Angel Tax (56(2)(viib)), SIDBI Schemes

Frequently Asked

Corporate & Commercial FAQs

It depends on your business objectives, number of founders, funding plans, and liability preferences. A Private Limited company is best for businesses planning to raise VC/PE funding, as investors strongly prefer this structure. An LLP offers limited liability with lower compliance requirements and is ideal for professional services and bootstrapped businesses. An OPC (One Person Company) suits solo founders who want limited liability. We assess your specific situation and recommend the optimal structure during the initial consultation.
Yes. We regularly form companies in UAE (mainland LLC, DMCC, JAFZA, IFZA, RAKEZ free zones), USA (Delaware C-Corp, Wyoming LLC), UK (Ltd), Singapore (Pte Ltd), and EU jurisdictions. Our services cover the entire process — entity selection, document preparation, government filings, registered agent/office setup, bank account coordination, and ongoing compliance. We also structure India-foreign holding arrangements for tax and operational efficiency.
For a typical equity fundraising round, you'll need a term sheet, shareholders' agreement (SHA), share subscription agreement (SSA), board and shareholder resolutions, updated articles of association, valuation report, ESOP plan (if creating a pool), and FEMA filings (FC-GPR) if the investor is foreign. For early-stage rounds, SAFE Notes or convertible note agreements may be used instead. We prepare all these documents and manage the entire closing process.
With all documents ready, a Private Limited company can be incorporated within 7–15 business days. This includes obtaining DIN and DSC for directors, name reservation (SPICe+), filing MOA/AOA, and receiving the Certificate of Incorporation. LLP registration typically takes 10–20 days. Post-incorporation, PAN, TAN, and GST registration add another 3–7 days. We handle the entire process end-to-end so you can focus on building your business.
NRIs can incorporate companies and invest in India under the automatic route for most sectors under FEMA/FDI policy. The process involves obtaining a DIN and DSC (which can be done remotely), incorporating the entity through MCA portal, opening an Indian bank account (NRE/NRO linked), bringing in capital through proper banking channels, and filing the required FEMA forms (FC-GPR for share allotment). We handle the entire process remotely — most NRI clients never need to travel to India for the incorporation.
Yes. We represent clients in oppression and mismanagement petitions (Sections 241-242 of Companies Act), insolvency proceedings under IBC (both as creditors and corporate debtors), voluntary liquidation, director removal disputes, shareholder deadlocks, and company revival/restoration proceedings. We appear before NCLT benches across India and handle appeals at NCLAT.
Absolutely. Commercial contract drafting and review is a core part of our practice. We handle service agreements, SaaS/licensing agreements, distribution and franchise contracts, joint venture agreements, supply chain contracts, NDAs, vendor agreements, consultancy agreements, and master service agreements. Every contract is tailored to your industry, risk exposure, and commercial objectives — not recycled from templates.
A Private Limited company in India must hold at least 4 board meetings per year (one every quarter), hold an AGM within 6 months of financial year-end, file annual return (MGT-7/MGT-7A) and financial statements (AOC-4) with ROC, file income tax returns, maintain statutory registers, and comply with GST, TDS, and other tax obligations. Non-compliance attracts penalties on the company and its directors. We offer annual compliance retainer packages that cover all these requirements.
We manage the complete FEMA compliance lifecycle — from pre-transaction structuring to ensure FDI policy compliance (sectoral caps, pricing guidelines, entry routes), to post-transaction filings including FC-GPR (for share allotment to foreign investors), FC-TRS (for share transfers), ODI filings (for overseas investments by Indian companies), annual FLA returns to RBI, and ECB filings. If there are past violations, we also handle FEMA compounding applications to regularize the non-compliance.

Ready to Build or Scale Your Business?

From company formation to cross-border structuring, fundraising to M&A — get expert corporate legal counsel tailored to your business goals.

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MS Sulthan

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+919847980019

+91-4953552516

contact@mssulthan.com

T1, Ground Floor, Hi-Lite Business Park, Kozhikode, Kerala - 673014

136/2, Rameshwar Nagar, Model Town, New Delhi – 110033

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