Corporate & Commercial

Fox Mandal provides a comprehensive range of advisory, liaison and compliance services necessary for the establishment and smooth operation of business in India by Indian and/or foreign entities.

We assist foreign companies in formulating or fine-tuning their entry strategies into India by answering questions such as:

What is the best route for making the investment?
Should the Indian entity be a WOS or a JV?

The answer depends on a variety of factors, including prevailing legislation, tax considerations, ease of operation, potential exit etc. The right decisions upfront can make life easier later- which is what we aim to do for you.

We advise Indian companies on how best to tie-up with a foreign or domestic partner. For instance, is a JV better than a technology license agreement? Should a new entity be set up or should they sell equity stake in an existing entity to the partner?

Once the strategy is in place, we assist clients in operationalizing their plans by obtaining statutory permissions and sanctions from various regulatory and government departments and agencies. This is an important phase because approvals are required from multiple government/regulatory agencies such as the Foreign Investment Promotion Board, the Reserve Bank of India, Secretariat of Industrial Assistance, Company Law Board, the Directorate General of Civil Aviation, Ministry of Industry, Ministry of Finance, Department of Telecommunication, Department of Electricity, Ministry of Environment & Forests, Pollution Control Boards etc.)

For clients considering M&A as the preferred mode of entry into/expansion in India or for other forms of strategic corporate restructuring, our range of specialist services helps in consummating the proposed deals. Specifically, our services include advice on investment routing, performing legal due diligence, structuring the transaction, advice on direct and indirect taxation, assistance in obtaining the necessary regulatory approvals and compliance with multiple statutory requirements.

Our services

Our strategic advice, procedural assistance and compliance support relates to the following areas:

  • Foreign Investment including FDI (both FIPB and non-FIPB routes)
  • Corporate Reorganization and Reconstructions
  • Reserve Bank of India approvals
  • Foreign exchange remittances/repatriations
  • International Trade including Import & Export Code
  • Corporatization and Privatization
  • Joint Ventures / Shareholders Agreement
  • Asset Acquisitions
  • Trade Arrangement and Technology Transfers
  • M&A related services including due diligence, secretarial matters and deal structuring
  • Competition Law fillings and advice
  • Liquidation
  • Applicability of Competition Law, Anti-Dumping, Transfer Pricing

Corporate Compliance services

All businesses and commercial establishments operating in India are required to adhere to applicable legislations under the Companies Act, 2013 (if registered as Private Company, Public Company, Branch Office, Liaison office or project office) or the Limited Liability Partnership Act (If registered as a LLP) and various other legislations depending on the nature of activity and number of employees etc.

Individual Directors, Promoters and Designated Partners are responsible for ensuring compliance with these various provisions of the law. In addition, there may also be specific, enforceable obligations included under specific JV agreements to safeguard the interests of the partners in the JV that need to be complied with.

Fox Mandal’s Corporate Compliance team comprises experienced professionals who are members of the Institute of Company Secretaries of India or members of the Bar Council. We enable our clients to meet the letter and spirit of all their regulatory, procedural and business compliance requirements in time. This frees up senior management time significantly, allowing them to focus on growing the business profitably, besides ensuring that risk of non-compliance is minimized.

Our services

Our comprehensive suite of corporate secretarial services includes:

  • Formation of Companies, Limited Liability Partnerships (LLP), Trusts, Societies, Project Office, Liaison Office & Branch Office
  • Liaison with the Registrar of Companies (RoC), Company Law Board (CLB), Regional Director (RD), The Sub Registrar, Official Liquidator (OL), Reserve Bank of India (RBI) and other Government Agencies
  • Regular Secretarial Compliances pursuant to the Companies Act and LLP Act
  • Maintenance of Statutory Registers prescribed under the Companies Act, 1956
  • Board and General Meetings compliances
  • Filings with the RoC
  • Independent search at the Office of the RoC
  • Filings with the Reserve Bank of India (RBI) and Authorized Dealers (AD) with regard to the issuance of shares and securities
  • External Commercial Borrowings (ECB)
  • Certification of forms and returns filed with the RoC and RBI
  • Monitoring adherence to ensure secretarial compliance with specific JV conditions
  • Secretarial Audits
  • Obtaining various approvals from Government Authorities
  • Changes to Company Name, Registered Office, Objects Clause etc.
  • Listing/Delisting on stock exchanges
  • Listing compliances

The team also provides specialist services to our clients’ special needs such as corporate estructuring and corporate dispute resolution.

Corporate Restructuring

  • Mergers & Amalgamations
  • Demergers
  • Acquisition and Buy-outs
  • Restructuring of Capital
  • Conversion of a Public Company to a Private Company and vice versa
  • Conversion of a Firm into a Company
  • Change of Management
  • Dissolution & Winding up of Companies

Corporate Dispute Resolution

  • Advisory services to identify the best resolution strategy and initiate necessary action
  • Appearing before the CLB/RD on matters such as:
    • compounding of offence under Companies Act
    • compounding of offences under Foreign Exchange Management Act
    • oppression cases
    • mis-management cases
    • dead-lock cases
    • hostile takeovers

Know about the corporate litigation lawyers from the Fox Mandal Team 

Disclaimer

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