Corporate Legal Services for M&A, FDI and Business Transactions

Company registration in India is typically completed through the Ministry of Corporate Affairs (MCA) portal under the Companies Act, 2013, and involves reserving a company name, filing incorporation documents, and obtaining a Certificate of Incorporation, along with related PAN, TAN and GST registrations. Exact steps and timelines depend on the entity type and sector. Similar activity for LLPs is carried out under the Limited Liability Partnership Act, 2008.

A fast-track merger is a simplified merger process under the Companies Act, 2013, available for certain categories of companies without requiring approval from the National Company Law Tribunal. The categories of companies eligible for this route should be confirmed at the time of filing, as they have been expanded over the years.

FDI (Foreign Direct Investment) refers to investment made by foreign entities into an Indian company, while ODI (Overseas Direct Investment) refers to investment made by an Indian entity into a company or venture outside India. Both are regulated under FEMA, FDI Policy, OI (ODI) Regulations and related RBI guidelines.

Yes. FMA's corporate team represents clients in proceedings before the Competition Commission of India (CCI), the National Company Law Tribunal (NCLT), offices of the Regional Director, various regulatory bodies and their respective appellate bodies, in addition to advisory work.

The M&A process typically involves preliminary due diligence, deal structuring, negotiation of the merger agreement or share purchase (acquisition) agreement, shareholders agreement, ancillary agreements, and regulatory approvals where required, such as under competition law or from authorities due to sector-specific regulations or PN3 / PN2 approvals due to the domicile of the acquiring entity or its beneficial / intermediate owners. The exact process and timeline vary depending on the transaction and the regulatory aspects involved.

Yes, subject to applicable foreign investment norms under FEMA and sector-specific restrictions. The registration process follows the same framework under the Companies Act, 2013 as for an Indian-owned company, with additional compliance steps for foreign shareholding under the FDI Policy.

Corporate litigation covers disputes arising from company law matters, such as approvals mandated under Companies Act or LLP Act, shareholder disputes, breach of contract claims, compliance breaches, corrective actions, adjudication of penalties, compounding applications for corporate defaults / misdemeanours and disputes connected to a business transaction, generally handled before civil courts, the NCLT, or other relevant forums depending on the nature of the issue.

A merger agreement is the contract that sets out the terms of a merger (amalgamation) between two or more companies, including valuation, the exchange ratio for shares, conditions to closing, and representations and warranties given by the parties.

A demerger involves splitting one or more business divisions (undertaking) of a company into a separate entity, while a merger (amalgamation) combines two or more companies into one. Both are structured and approved under the Companies Act, 2013, though the process and objectives differ.

Yes, joint venture structuring, including negotiating shareholder agreements, regulatory approvals and governance arrangements between the parties, is generally handled alongside the firm's broader corporate and M&A practice.

Company registration generally requires identity and address proof for directors and shareholders, shareholders’ and beneficial owners’ documentation, proof of the registered office address, and the company's constitutional documents, such as the Memorandum of Association and Articles of Association. Specific requirements can vary by entity type.

Yes, the team regularly drafts and reviews commercial contracts, such as vendor / supply agreements, distribution agreements and service agreements, trade agreements, inter-company agreements, loan agreements, as part of its broader corporate advisory work.

Certain mergers and acquisitions that cross specified asset or turnover thresholds require prior approval from the Competition Commission of India to ensure the transaction does not adversely affect competition in the relevant market.

Yes, post-merger integration, including aligning corporate governance, contracts and compliance processes between the merging entities, is generally handled alongside the firm's M&A and corporate advisory work.

Yes, the corporate team advises businesses of varying sizes, including startups, on entity structuring, registration, availing benefits from state and union government schemes and related compliance matters as part of its company law practice. In order to support start-ups, FMA offers discounted fee rates and / or deferred as well as non-conventional fee arrangements.