Corporate & Commercial Advisory

Contracts | Transactions | Business Structuring

Overview

The Corporate & Commercial Advisory practice of RP Law Chambers focuses on supporting businesses, startups, and enterprises in their day-to-day legal requirements, contractual arrangements, and corporate governance.

From contract drafting to business restructuring and investment documentation, the firm provides clarity on legal rights and obligations, enabling organisations to navigate transactions with confidence.

Scope of Practice

Contracts & Agreements

  • Drafting and vetting of commercial contracts, MoUs, and NDAs
  • Shareholder agreements, partnership agreements, and joint venture contracts
  • Vendor and supply chain contracts with liability and indemnity structuring
  • Licensing, franchising, distribution, and outsourcing arrangements

Corporate Structuring & Governance

  • Incorporation of companies, LLPs, and joint ventures
  • Corporate restructuring, mergers, and acquisitions
  • Advisory on compliance under the Companies Act, 2013
  • Drafting internal governance documents: Articles, bylaws, policies

Investment & Fundraising

  • Legal due diligence for investors and target companies
  • Drafting and review of term sheets, investment agreements, and convertible instruments
  • Structuring shareholder rights, liquidation preferences, and exit mechanisms
  • Compliance with FDI, FEMA, and RBI guidelines

Startups & MSMEs

  • End-to-end legal support from incorporation to scaling
  • Advisory on intellectual property protection for business models
  • Employment and HR contracts for early-stage businesses
  • Compliance with startup ecosystem regulations and incentives

Regulatory Advisory

  • Compliance with FEMA, SEBI, and Competition Act requirements
  • Corporate governance assessments and board advisory
  • Drafting compliance frameworks for listed and unlisted entities

Representative Experience

  • Drafting and negotiation of investment agreements for startups in fintech and SaaS.
  • Corporate restructuring for manufacturing and IT enterprises.
  • Due diligence for private equity investors in healthcare and education sectors.
  • Drafting comprehensive vendor and supply contracts for mid-sized enterprises.

(Names withheld for confidentiality)

Approach

RPLC’s corporate and commercial practice is driven by:

  • Clarity in drafting – ensuring contracts are enforceable and unambiguous.
  • Risk mitigation – identifying and balancing potential liabilities in transactions.
  • Strategic foresight – aligning documentation with business growth plans.
  • Regulatory awareness – embedding compliance obligations within contracts.

Relevant Laws & Frameworks

  • Companies Act, 2013
  • Indian Contract Act, 1872
  • Limited Liability Partnership Act, 2008
  • FEMA, 1999 and RBI Guidelines
  • SEBI Regulations
  • Competition Act, 2002
  • Arbitration & Conciliation Act, 1996 (contractual disputes)

Knowledge & Engagement

The firm’s lawyers regularly engage in:

  • Legal training for entrepreneurs and startup incubators
  • Research on cross-border investment frameworks

Thought-leadership on contract enforcement and ease of doing business in India